Signing Agreement

As used in this Agreement, the following terms have the meanings set forth below.

"Agreement" means this Creator Signing Agreement, including any amendments made in accordance with its terms. "Platform" means Vocograph's technology platform, including all related websites, mobile applications, APIs, tools, and services operated by Vocograph that enable the creation, purchase, and delivery of voice autographs. "Creator" means an individual who has registered on the Platform to offer and deliver personalized voice autograph recordings to fans. "Fan" means a user who purchases or requests a personalized voice autograph recording through the Platform. "Voice Autograph" means a personalized, authentic voice recording created by a Creator at a Fan's request and delivered through the Platform.

"Creator Share" means the portion of the product price paid to Creator for each completed and delivered transaction, calculated at the then-current rate published at vocograph.com/fees, as further described in Section 5 of this Agreement. "Platform Commission" means the portion of the product price retained by Vocograph for each completed and delivered transaction, calculated at the then-current rate published at vocograph.com/fees, as further described in Section 5 of this Agreement. "Fulfillment Window" means the seven (7) calendar day period beginning at the date and time a Fan submits a voice autograph request, within which Creator must deliver a completed Voice Autograph, as further described in Section 6 of this Agreement.

"Terms of Service" means the Vocograph Terms of Service available at vocograph.com/terms, as amended from time to time, which are incorporated into this Agreement by reference pursuant to Section 3 of this Agreement. "Stripe" means Stripe, Inc., the third-party payment processing platform through which Creator receives disbursements of the Creator Share.

Other capitalized terms used in this Agreement may be defined where they first appear.

Creator engages with Vocograph solely as an independent contractor. Nothing in this Agreement, the Terms of Service, or any other document governing the parties' relationship shall be construed to create an employment, agency, joint venture, or partnership relationship between Creator and Vocograph. Creator is not an employee, agent, officer, partner, or legal representative of Vocograph for any purpose whatsoever.

As an independent contractor, Creator retains full discretion and control over the manner, method, timing, and location of recording any voice autograph delivered through the Platform. Vocograph exercises no control over the creative process, the tools and equipment used, the recording environment, or the hours during which Creator works. Vocograph's authority is limited solely to specifying the required output — namely, that each delivered voice autograph must meet the content standards set forth in Section 9 of this Agreement and must be delivered within the seven-day fulfillment window described in Section 6 of this Agreement. The existence of output requirements does not transform the parties' relationship into one of employment or alter Creator's independent contractor status.

Creator acknowledges and agrees that, as an independent contractor, Creator is not entitled to and shall not receive any employment-related benefits from Vocograph, including but not limited to health insurance, dental or vision coverage, retirement or pension benefits, vacation pay, sick pay, paid leave of any kind, workers' compensation coverage, or unemployment insurance benefits. Creator is solely responsible for obtaining any such benefits and protections through Creator's own arrangements and at Creator's own expense.

Creator further acknowledges that Vocograph will not withhold federal, state, or local income taxes, Social Security taxes, Medicare taxes, or any other employment-related taxes or contributions from amounts paid to Creator. Creator bears sole responsibility for complying with all applicable tax obligations arising from earnings received through the Platform, as further described in Section 12 of this Agreement. Nothing in this Agreement shall be interpreted to make Vocograph liable for any employment taxes, labor law obligations, or statutory protections that apply solely to employees under applicable law.

This Creator Signing Agreement is supplemental to, and hereby incorporates by reference, the Vocograph Terms of Service available at vocograph.com/terms (the "Terms of Service"), as amended from time to time. By agreeing to this Creator Signing Agreement, Creator acknowledges having read, understood, and agreed to be bound by both this Agreement and the Terms of Service. Each document forms an integral and inseparable part of the overall legal relationship between Creator and Vocograph, and Creator's obligations under the Terms of Service are in no way diminished or qualified by virtue of Creator having entered into this Agreement.

In the event of any conflict or inconsistency between the provisions of this Creator Signing Agreement and the provisions of the Terms of Service, the provisions of this Creator Signing Agreement shall control with respect to all matters specifically relating to Creator's status, obligations, rights, revenue share, fulfillment duties, content licensing, and participation as a creator on the Platform. The Terms of Service shall control with respect to all other matters applicable to Platform users generally, including platform-wide rules, acceptable use standards, general user conduct obligations, dispute resolution procedures, arbitration provisions, and limitations of liability.

Creator may not circumvent any obligation imposed by the Terms of Service by relying solely on the provisions of this Creator Signing Agreement, and Creator may not argue that Creator's acceptance of this Agreement relieves Creator of compliance with any platform-wide rule, policy, or obligation set forth in the Terms of Service. Vocograph reserves the right to update or amend the Terms of Service from time to time in accordance with the amendment procedures described therein. Any such updates shall be binding on Creator upon the effective date specified in any required notice, and Creator's continued participation on the Platform following that effective date shall constitute acceptance of the amended Terms of Service.

Notwithstanding the allocation of control set forth in this Section, the limitation of liability set forth in Section 16 of the Terms of Service applies to all claims by Creator against Vocograph arising under this Agreement or the Terms of Service, and shall not be deemed overridden or modified by any provision of this Creator Signing Agreement. Creator acknowledges that this limitation of liability is a material term of the overall agreement between the parties.

As a condition of receiving any payouts through the Platform, Creator must create and maintain a valid Stripe connected account and must explicitly acknowledge and agree to the Stripe Connected Account Agreement and all related Stripe policies, as updated from time to time by Stripe, Inc. ("Stripe"). The Stripe Connected Account Agreement is a direct legal agreement between Creator and Stripe; Vocograph is not a party to that agreement and does not assume any of Stripe's rights, responsibilities, or obligations thereunder. Creator's acceptance of and ongoing compliance with the Stripe Connected Account Agreement is a prerequisite to Creator's eligibility to receive any disbursements through the Platform, and Creator's failure to maintain such compliance may result in the suspension of payout rights independently of any action taken by Vocograph.

Creator acknowledges that Stripe independently regulates connected accounts and may, in its sole discretion and for its own compliance, regulatory, risk-management, or policy reasons, suspend, restrict, limit, freeze, or terminate Creator's Stripe connected account at any time, with or without prior notice to Creator or Vocograph. Vocograph has no authority to override, reverse, compel, or otherwise influence any decision Stripe makes with respect to Creator's connected account. Vocograph shall have no obligation to pay, advance, guarantee, or otherwise compensate Creator for any earnings that cannot be disbursed due to Stripe's suspension, restriction, freezing, or termination of Creator's connected account, or due to Creator's failure to maintain a valid, compliant, and properly configured Stripe connected account. Creator's remedy in respect of any such Stripe action lies exclusively with Stripe pursuant to the Stripe Connected Account Agreement.

Creator agrees to provide accurate, current, and complete identity information, financial account information, and tax documentation as required by Stripe's onboarding and ongoing Know Your Customer and Anti-Money Laundering compliance processes. Creator understands that providing false, incomplete, or materially misleading information to Stripe during onboarding or at any subsequent point may result in termination of Creator's connected account, withholding of earned funds, mandatory regulatory reporting by Stripe or Vocograph, and potential civil or criminal liability under applicable law. Creator is solely responsible for maintaining compliance with the Stripe Connected Account Agreement at all times during the term of this Agreement and must promptly update any required information upon request by Stripe or as required by applicable law or regulation.

For each completed and delivered transaction on the Platform, Creator shall receive a payment equal to the then-current Creator Share rate published at vocograph.com/fees (the "Creator Share"). Vocograph shall retain the corresponding Platform Commission rate published at vocograph.com/fees from each such product price (the "Platform Commission"). Current rates are also displayed in Creator's dashboard and settings at all times. For purposes of this calculation, "product price" refers exclusively to the price charged to the fan for the voice autograph itself, as set or approved for the applicable listing. Any separate service fees, platform access fees, processing fees, sales taxes, or other charges added to the fan's checkout total are imposed by Vocograph on fans separately and are not deducted from, included in, or otherwise part of the product price used to calculate the Creator Share or the Platform Commission. Such fees are retained by Vocograph in their entirety and do not affect Creator's earnings.

The Platform Commission rate set forth in this Section is subject to change at Vocograph's discretion upon no less than thirty (30) calendar days' advance written notice to Creator, delivered to the email address associated with Creator's account or communicated through the Platform. Any change to the Platform Commission rate shall apply prospectively only. The commission rate in effect at the time a fan submits a specific request shall govern the commission applicable to that specific transaction, and no adjustment to the commission rate shall apply retroactively to any request already submitted prior to the effective date of the change. Creators who do not wish to continue participating on the Platform at a revised commission rate may close their account and withdraw any available earned balance before the revised rate takes effect. Continued use of the Platform and continued acceptance of new requests following the effective date of a commission rate change shall constitute Creator's unconditional acceptance of the revised rate.

Disbursements of the Creator Share shall be processed through Stripe Connect in accordance with Stripe's standard disbursement schedule, policies, and currency handling rules. Stripe independently charges its own fees in connection with connected account payouts, and these fees are separate from and in addition to Vocograph's Platform Commission. Stripe's fees may include, without limitation: standard payout fees, instant or expedited payout fees (which are higher than standard rates and apply only if Creator elects an accelerated payout option), currency conversion or foreign exchange fees where the payout currency differs from the currency in which the transaction was settled, cross-border transfer fees applicable to payouts routed to bank accounts in certain countries, and any other fees Stripe imposes in connection with the operation of Creator's connected account. These Stripe fees are deducted by Stripe from the disbursement amount before the funds reach Creator's designated bank or financial account, meaning the net amount Creator actually receives may be less than the Creator Share calculated under this Section. Stripe's fee schedules, payout timelines, minimum payout thresholds, holding periods, and currency handling rules are governed solely by the Stripe Connected Account Agreement described in Section 4 of this Agreement and by Stripe's then-current pricing and policies, which Creator is responsible for reviewing directly with Stripe. Vocograph does not guarantee any specific disbursement date, net payout amount, or exchange rate, and is not responsible for any fees, deductions, or timing variances imposed by Stripe. Current Vocograph commission rates are published at vocograph.com/fees and will be updated in conjunction with any rate changes made pursuant to this Section.

Creator's obligation to deliver each accepted voice autograph request within seven (7) calendar days of the fan's submission of that request (the "Fulfillment Window") is a material contractual obligation under this Agreement and not merely a platform guideline, recommendation, or best practice. The Fulfillment Window commences at the date and time the fan submits the request through the Platform's designated order flow. There is no separate step by which Creator formally accepts or declines individual requests after submission; Creator's maintenance of an active account and open listings constitutes a standing commitment to fulfill all incoming requests within the Fulfillment Window, subject to Creator's ability to manage listing availability as permitted by the Platform.

Delivery of a voice autograph request is deemed complete only when Creator uploads a finished, authentic voice recording through the Platform's designated delivery interface and the recording is made accessible to the purchasing fan through the Platform in the manner contemplated by the applicable order. A valid, completed delivery requires that the uploaded recording be a genuine, full-length, personalized voice autograph that is directly responsive to the fan's submitted personal message and any personal details provided in the request. Creator may not satisfy the delivery obligation by uploading a placeholder file, an incomplete or partial recording, a generic pre-recorded message not specifically tailored to the fan's request, an automated response, or any recording that does not constitute a personalized, authentic, live human voice autograph specifically created by Creator for the individual fan and request at issue.

If Creator fails to upload a completed and valid delivery within the Fulfillment Window, the order shall be automatically cancelled by the Platform's systems, the fan's payment authorization hold shall be released, and Creator shall not be entitled to any compensation with respect to that unfulfilled order. In addition to forfeiting the Creator Share for any unfulfilled order, Creator may receive a fulfillment strike recorded against Creator's account. Repeated fulfillment failures, as determined by Vocograph at its sole discretion based on rate and pattern of non-delivery, shall constitute grounds for temporary suspension or permanent termination of Creator's account, as further described in Section 11 of this Agreement. Creator is solely responsible for managing Creator's listing availability, including pausing or disabling listings during periods when Creator cannot reasonably fulfill within the required window.

Creator retains full copyright ownership of each and every voice recording created and delivered through the Platform. Nothing in this Agreement, the Terms of Service, or any other Vocograph policy shall be construed as a transfer, assignment, work-made-for-hire arrangement, or any other conveyance of Creator's underlying copyright ownership in any recording. Creator's ownership of delivered recordings is subject only to the limited operational license granted to Vocograph and the personal use license granted to the purchasing fan, each as described in this Section.

Creator hereby grants to Vocograph a perpetual, irrevocable, worldwide, royalty-free, non-exclusive license to store, host, encode, compress, transcode, transmit, stream, and deliver each recording to the purchasing fan, solely and exclusively for the purpose of fulfilling the applicable order and making the completed voice autograph available to that fan through the Platform. This license does not grant Vocograph any right to resell, redistribute, publicly broadcast, publicly perform, sublicense, or otherwise commercially exploit any recording beyond its delivery to the specific purchasing fan in connection with the specific order for which it was created. Vocograph's permitted use of recordings under this license is strictly limited to the technical and operational functions necessary to provide the Platform's order fulfillment and delivery service.

Upon successful delivery of a completed recording, Creator further grants to the purchasing fan a personal, non-exclusive, non-transferable, non-sublicensable license to access, download, store, and use the delivered recording for personal, private, non-commercial purposes only, subject to the fan's obligations and the restrictions applicable to fan-received content under Section 8 of the Terms of Service. The fan's personal use license does not include any right to reproduce, distribute, publicly perform, publicly display, or create derivative works from the recording for commercial purposes, to share or transfer the recording to third parties in any manner inconsistent with the Terms of Service, or to use the recording in a manner that implies Creator's endorsement of any product, service, cause, or position.

Creator represents and warrants that Creator is the sole owner or duly authorized licensor of all rights in and to each recording delivered through the Platform, and that the delivery of any recording through the Platform does not and will not violate or infringe any agreement to which Creator is a party or any right held by any third party, including but not limited to any recording contract, exclusive artist agreement, label agreement, management agreement, publishing agreement, work-for-hire or work-made-for-hire agreement, engagement, booking, or performance services agreement, union or guild collective bargaining agreement (such as a SAG-AFTRA or comparable guild agreement), studio, production, or developer exclusivity or non-compete term, network, streaming, or distribution exclusivity agreement, content or talent agency agreement, or any other contract or arrangement that may restrict Creator's right to independently record, release, distribute, or license voice content. Creator acknowledges that Vocograph cannot independently verify this warranty and that Vocograph's sole protection against claims brought by third-party rights holders — including record labels, music publishers, management companies, or other parties with contractual rights over Creator's output — is the accuracy and truthfulness of this warranty. Breach of this warranty constitutes a material breach of this Agreement.

Vocograph may embed metadata within each delivered recording file, including but not limited to the applicable order identifier, Creator's display name, the delivery date and time, and a platform identifier, for the purposes of authenticity verification, provenance tracking, and rights management. The embedding of such metadata does not constitute a modification of the creative content of the recording, does not grant Vocograph any ownership interest in the recording, and does not alter Creator's copyright ownership in any respect.

Creator grants Vocograph a non-exclusive, royalty-free license to use Creator's name, likeness, image, biographical information, voice samples from delivered recordings, and other identifying personal attributes (collectively, "Publicity Rights") for the purpose of operating, displaying, and promoting the Platform. This consent extends to uses within the Platform's user-facing interfaces, Vocograph's official social media accounts (including but not limited to accounts maintained by Vocograph on Instagram, TikTok, X/Twitter, YouTube, and similar platforms on which Vocograph maintains an official presence), Vocograph's email marketing and newsletter communications, and other marketing channels directly operated or controlled by Vocograph, in each case for promotional purposes related to the Platform and Creator's participation thereon only.

The license granted under this Section is limited to the Platform, Vocograph's official social media accounts, Vocograph's email marketing and newsletter communications, and other marketing channels directly operated by Vocograph (collectively, "Vocograph's Promotional Channels"). Vocograph will not feature Creator's Publicity Rights in third-party paid advertising placements, sponsored media purchases, or commercial endorsement arrangements outside of Vocograph's Promotional Channels without obtaining Creator's separate express written consent.

Vocograph will not sublicense Creator's Publicity Rights to any third party, except to service providers or vendors acting solely on Vocograph's behalf in connection with Vocograph's Promotional Channels. Upon termination of this Agreement, Vocograph will use commercially reasonable efforts to wind down active promotional uses of Creator's Publicity Rights within thirty (30) days; provided, however, that materials already published or syndicated, technical caches, archival records, and promotional uses that are technically or contractually impractical to retract on short notice shall not constitute a breach of this wind-down obligation. Creator retains all underlying rights in their name, likeness, image, and voice not expressly licensed to Vocograph under this Agreement.

All voice autograph recordings delivered through the Platform must comply in full with the content standards set forth in this Section. These standards apply to every recording Creator delivers, regardless of the nature, tone, or content of the fan's submitted request, and non-compliance with any standard set forth in this Section constitutes a material breach of this Agreement subject to the remedies described herein and in Section 11 of this Agreement.

Creator shall not deliver any recording that constitutes harassment of, or contains threatening, abusive, demeaning, or personally targeted hostile content directed at, the fan named in the request or any other identifiable individual. Creator shall not deliver any recording containing false statements of fact that are defamatory of any identifiable third party. Creator shall not deliver any recording that contains sexual content involving any identifiable real person unless Creator possesses documented, explicit, prior written consent from that person specifically authorizing such content. Creator shall not deliver any recording that performs, reproduces, synchronizes, incorporates, or substantially replicates any third-party copyrighted musical composition, sound recording, or other protected work in a manner that would require a synchronization license, mechanical license, master use license, or any other third-party authorization that Creator does not hold at the time of delivery. Creator shall not deliver any recording that performs, reproduces, or substantially replicates any third-party copyrighted or otherwise legally protected character, script, or scripted dialogue in a manner that would require a license, release, or other third-party authorization that Creator does not hold at the time of delivery. Creator shall not use any delivered recording to impersonate any other real recording artist, public figure, celebrity, or individual in a manner that could mislead the recipient about the true identity of the creator of the recording.

Creator represents and warrants that every recording delivered through the Platform is Creator's own authentic, live, human voice recording made personally and contemporaneously by Creator in connection with the specific fan request being fulfilled. Creator represents and warrants that Creator has not used, and will not use, any form of artificial intelligence voice synthesis, neural text-to-speech technology, voice cloning, voice conversion, deepfake audio technology, generative audio model, or any automated or algorithmic system — whether proprietary or third-party — to generate, replicate, supplement, replace, or materially alter the voice content in any delivered recording. The delivery of any recording that was generated or materially produced by artificial intelligence or any non-human generative process, regardless of any post-processing, editing, pitch correction, or other modification applied thereafter, constitutes a material breach of this Agreement and, at Vocograph's sole discretion, may result in immediate termination of Creator's account, forfeiture of all earnings associated with the affected order, removal of the delivered content, and referral of the matter to applicable legal, regulatory, or consumer protection authorities.

Vocograph does not pre-screen or review individual recordings before they are made available to fans through the Platform's delivery process. However, Vocograph reserves the right to review, investigate, restrict access to, and permanently remove any delivered recording at any time following delivery upon receiving a complaint, identifying a potential violation of these content standards, or forming a reasonable basis to believe the recording violates these standards or any applicable law. Removal of a recording following delivery does not automatically entitle the fan to a refund or Creator to additional or substitute compensation, and any refund determinations in such circumstances shall be made in accordance with Vocograph's policies and the Terms of Service.

Creator agrees to conduct fan-related transactions through the Platform. Creator will not solicit or accept payment, gifts of material value, or compensation of any kind from fans who were introduced to Creator through the Platform, or with whom Creator first made meaningful contact through the Platform, in exchange for personalized voice recordings, messages, or similar content delivered outside of the Platform's ordering and delivery systems. This restriction does not apply to Creator's pre-existing relationships with fans or followers that were established independently of the Platform and prior to any meaningful contact facilitated through it, nor does it limit Creator's general commercial activities conducted through Creator's own channels with their broader existing fanbase.

Creator acknowledges that off-platform transactions of the type described above circumvent the commission structure to which Creator agreed under Section 5 of this Agreement with respect to fans sourced through the Platform, and deprive both Creator and those fans of the protections afforded by the Platform's secure payment processing, delivery confirmation, and dispute resolution systems.

Creator agrees not to use the Platform's messaging or communication features for the purpose of soliciting or directing fans introduced through the Platform to transact with Creator outside of the Platform. General public content posted by Creator on their own social media accounts, website, or other public channels does not violate this Section solely because Platform fans may encounter it; this restriction is directed specifically at targeted solicitations of fans introduced to Creator through the Platform and at accepting off-platform compensation from such fans in exchange for the categories of content Creator offers on the Platform.

Creator additionally shall not incorporate into any delivered voice autograph recording any statement or call to action that is reasonably calculated to direct the recipient fan to seek voice autograph or similar personalized content services from Creator through any platform or channel other than the Platform.

Creator acknowledges that a violation of this Section may result in account suspension or termination pursuant to Section 11 of this Agreement.

Vocograph reserves the right to moderate content available on the Platform and to take actions with respect to Creator's account, including content removal, listing suspension, payout holds, investigative holds on earned but undisbursed amounts, and account termination, as set forth in this Section.

Vocograph may remove or disable any content that violates this Agreement, the Terms of Service, or Vocograph's content policies, or that Vocograph reasonably determines in good faith poses legal, regulatory, or reputational risk to the Platform or its users.

Vocograph may place an investigative hold on earned but undisbursed amounts in Creator's account upon receipt of credible evidence of conduct that may constitute a violation of this Agreement or the Terms of Service. For purposes of this Section, "credible evidence" means information reviewed in good faith by Vocograph that gives rise to a reasonable basis for further inquiry, which may include but is not limited to fan complaint data or complaint patterns, delivery anomalies such as failures to deliver within the Fulfillment Window, elevated chargeback rates or chargeback patterns, communications reviewed through the Platform's systems, or information received from third parties with a plausible factual basis. The existence of an investigative hold is not a finding or determination of wrongdoing; it is a precautionary measure taken while Vocograph conducts its review.

Vocograph will endeavor to notify Creator of an investigative hold within a reasonable time after the hold is placed. Such notification will include a general description of the reason for the hold, though Vocograph is not obligated to disclose all supporting details, evidence, or sources underlying the hold, particularly where doing so could compromise an ongoing review, implicate third-party confidentiality, or be otherwise impractical under the circumstances. Vocograph will use commercially reasonable efforts to resolve investigative holds within sixty (60) calendar days of the date the hold is placed and to release any held amounts to which Creator is entitled upon conclusion of the review. This sixty-day period may be extended if the investigation involves active law enforcement or regulatory proceedings, if Creator has failed to cooperate with Vocograph's reasonable information requests, or if the complexity of the matter otherwise warrants additional time, in which case Vocograph will endeavor to notify Creator of the extension.

Earned amounts not subject to an investigative hold, chargeback liability, or other valid claim are disbursed to Creator's Stripe connected account on the Platform's standard payout schedule. Amounts subject to a hold at the time of account termination are addressed in accordance with Section 19 of this Agreement.

Creator is solely and exclusively responsible for determining, reporting, and paying all applicable federal, state, provincial, local, and foreign taxes, levies, and contributions assessed on Creator's earnings received through the Platform, including but not limited to income taxes, self-employment taxes, Social Security and Medicare contributions or their local equivalents, sales or use taxes, value-added taxes, goods and services taxes, and any other taxes or governmental assessments arising from Creator's independent contractor activities on the Platform. Vocograph's disbursement of the Creator Share to Creator represents gross revenue to Creator from which Vocograph will not withhold any taxes or contributions, except to the extent expressly required by applicable law or regulation.

Because the Platform's payment integration uses Stripe Connect Direct Charges, fan payments are charged directly on Creator's Stripe Express connected account, with Stripe automatically deducting Vocograph's application fee and disbursing the net amount to Creator's bank account. In this structure, Creator is the merchant of record on each transaction, and Vocograph does not directly pay Creator's earnings within the meaning of IRC § 6041A. Under this payment structure, Vocograph does not currently issue IRS Form 1099-NEC to Creator. Vocograph reserves the right to begin issuing Form 1099-NEC or other information returns in the future if changes in applicable law, IRS guidance, or the Platform's payment structure make such reporting required or advisable. To the extent any U.S. federal information reporting obligation arises with respect to Creator's earnings through the Platform, that obligation rests with Stripe in its capacity as the payment settlement entity for Creator's connected account under applicable federal tax law, including IRC § 6050W. For creators who are United States persons for federal tax purposes, Stripe collects Creator's taxpayer identification number and other required tax information — including information that satisfies the requirements of IRS Form W-9 — as part of the Stripe Express account onboarding and Know Your Customer (KYC) process. Creator is solely responsible for ensuring that all tax identification information provided to Stripe is accurate, current, and complete at all times. Creator should consult Creator's Stripe Express Dashboard and Creator's qualified tax advisor for information about any IRS Form 1099-K or other tax reporting documentation that Stripe may issue in connection with Creator's earnings through the Platform. For non-U.S. creators, Stripe collects an IRS Form W-8BEN for individual creators, or the applicable IRS Form W-8 variant for entities, as part of its onboarding process, as required under U.S. withholding tax rules applicable to payments to foreign persons. Creator is solely responsible for the accuracy, currency, and completeness of all tax documentation and information provided to Stripe.

For creators resident or established outside the United States, applicable U.S. withholding obligations, exemptions under applicable income tax treaties, and non-U.S. tax reporting requirements will depend on Creator's country of residence or establishment, Creator's classification as an individual or entity, and the terms of any applicable tax treaty between Creator's country and the United States. Vocograph's withholding and reporting decisions with respect to non-U.S. creators will be made based on the information Creator provides through Stripe's onboarding and tax documentation collection process. Vocograph relies entirely and exclusively on the accuracy, completeness, and currency of the information supplied by Creator in this process and shall not be liable for any under-withholding, over-withholding, erroneous reporting, or tax assessment arising from inaccurate, outdated, or incomplete information supplied by Creator. Creator shall indemnify, defend, and hold harmless Vocograph and its officers, employees, contractors, and agents from and against any and all tax liability, penalties, interest charges, regulatory assessments, or related legal costs that Vocograph incurs as a direct or indirect result of Creator's failure to provide accurate, current, and complete tax documentation and information as required by applicable law and the Stripe onboarding process.

Creator makes the following representations and warranties to Vocograph as of the date Creator accepts this Agreement and on a continuing basis throughout the entire term of Creator's active participation on the Platform. Each of these representations and warranties is a material inducement to Vocograph's decision to grant Creator access to the Platform, and Creator's breach of any of them constitutes a material breach of this Agreement.

Creator represents and warrants that: (a) Creator is at least eighteen (18) years of age; (b) Creator has full legal capacity, power, and authority to enter into, perform, and be bound by this Agreement and the Terms of Service without the consent or authorization of any third party; (c) Creator's execution of and performance of all obligations under this Agreement does not violate any applicable law, statute, or regulation; (d) Creator's participation on the Platform does not conflict with, breach, or constitute a default under any contract, agreement, or binding obligation to which Creator is a party or by which Creator is bound, including but not limited to any recording contract, exclusive artist agreement, label agreement, management agreement, publishing agreement, agency agreement, work-for-hire or work-made-for-hire agreement, engagement, booking, or performance services agreement, union or guild collective bargaining agreement, studio, production, or developer exclusivity or non-compete term, network, streaming, or distribution exclusivity agreement, or any other arrangement that restricts Creator's right to independently produce, record, distribute, or license voice content or to operate as an independent content creator; and (e) Creator owns, has been duly licensed to use, or otherwise holds all rights necessary to deliver and license all content provided or delivered through the Platform, including all voice recordings and any musical, literary, or other elements incorporated therein.

Creator further represents and warrants that Creator's identity as represented on the Platform is accurate, truthful, and complete in all material respects. This includes Creator's artist name or stage name, legal name as provided during account creation or tax documentation, profile photograph, biographical information, and all other identifying information furnished to Vocograph or displayed on Creator's profile. Creator specifically warrants that Creator's account is not operated as an impersonation of, or in a manner calculated to cause fans to believe they are transacting with, any other real person, recording artist, celebrity, public figure, or legally protected persona. Creator warrants that Creator is the actual, living individual personally identified in and operating Creator's Platform account, and that all voice autograph recordings delivered under Creator's account are created personally by that individual. Creator acknowledges that accepting and fulfilling fan requests, receiving payment, and representing oneself on the Platform under a false, assumed, or impersonated identity constitutes fraud against those fans and against Vocograph, and that Creator bears sole and exclusive legal liability for all claims, damages, chargebacks, regulatory penalties, and other consequences arising from any such fraudulent conduct.

The representations and warranties set forth in this Section are continuous obligations. Creator must notify Vocograph promptly and without undue delay by written notice to [email protected] if any representation or warranty contained in this Section becomes untrue, inaccurate, or incomplete at any point during Creator's participation on the Platform. Breach of any representation or warranty set forth in this Section, whether discovered by Vocograph through its own investigation or disclosed by Creator, constitutes grounds for immediate termination of Creator's account and may give rise to indemnification obligations as set forth in Section 14 of this Agreement.

Creator shall indemnify, defend at Creator's own expense with counsel reasonably acceptable to Vocograph, and hold harmless Vocograph and its affiliates, subsidiaries, officers, directors, members, employees, contractors, agents, successors, and permitted assigns (collectively, the "Vocograph Parties") from and against any and all third-party claims, demands, actions, suits, investigations, proceedings, judgments, losses, liabilities, damages, fines, penalties, costs, and expenses (including reasonable attorneys' fees, expert fees, and court costs) arising out of, relating to, or resulting from any of the following: (a) any breach by Creator of any representation, warranty, covenant, or obligation set forth in this Agreement or the Terms of Service; (b) any third-party claim arising from the substance, content, delivery, or use of any recording delivered by Creator through the Platform, including but not limited to claims of defamation, libel, invasion of privacy, misappropriation of likeness, right-of-publicity violations, copyright infringement, trademark infringement, trade secret misappropriation, or any other intellectual property or personal rights claim; (c) any claim by any third party — including any record label, music publisher, talent agency, management company, recording or production studio, game or media developer or producer, network, streaming, or distribution platform, union or guild, exclusive rights holder, or other contracting party — asserting that Creator's delivery of recordings or participation on the Platform violates or breaches any agreement, license, or obligation between Creator and such third party; (d) any tax liability, interest, penalty, or governmental assessment imposed on or incurred by any of the Vocograph Parties as a result of Creator's failure to provide accurate, complete, or current tax identification and documentation information as required under Section 12 of this Agreement; (e) any claim arising from Creator's use of artificial intelligence voice synthesis, voice cloning, generative audio technology, or any non-human generative process in any recording delivered through the Platform, contrary to Creator's warranties in Section 9 of this Agreement; and (f) any claim of fraud, misrepresentation, or consumer deception arising from Creator's misrepresentation of Creator's identity or the authenticity of any delivered recording.

Vocograph reserves the right, at Vocograph's sole election and at Vocograph's own expense, to assume sole control of the defense and settlement strategy of any claim subject to indemnification under this Section, including the right to select and direct defense counsel of its choosing. In the event Vocograph elects to assume control of any such defense, Creator shall cooperate fully and in good faith with Vocograph in the defense of the claim, including by providing timely access to relevant documents, recordings, account data, communications, and personnel with knowledge of the subject matter. Creator shall not, without Vocograph's prior written consent, make any admission of liability, enter into any settlement agreement, or take any other dispositive action in connection with any indemnified claim that would impose any obligation, restriction, or financial liability on any of the Vocograph Parties or that does not include a full, unconditional, and irrevocable release of all Vocograph Parties from all claims asserted in the matter.

In consideration of the mutual benefits of the relationship established by this Agreement, each party agrees that during the term of this Agreement and for a period of two (2) years following the termination or expiration of this Agreement for any reason, neither party shall make, publish, broadcast, post, or otherwise communicate any public statement, commentary, review, or content — through any medium or channel, including but not limited to social media platforms, podcasts, interviews, press releases, online reviews, forum posts, blog posts, or any other public-facing communication — that is reasonably intended or calculated to disparage, defame, malign, denigrate, or otherwise damage the reputation of the other party. With respect to Vocograph, this obligation applies to Creator's public statements regarding the Vocograph platform, brand, products, services, employees, officers, and business practices. With respect to Creator, this obligation applies to Vocograph's public statements regarding individual Creator accounts, Creator's specific participation history, and Creator's identity in connection with the Platform.

This non-disparagement obligation shall not be construed to prevent or restrict either party from: (a) making any truthful statement or providing any truthful testimony in the course of any judicial, administrative, regulatory, arbitration, or other formal legal proceeding; (b) providing truthful information in response to a valid subpoena, court order, government inquiry, or other compulsory legal process; (c) making any disclosure that is required by applicable law, regulation, stock exchange rule, or professional obligation; or (d) Creator making truthful, accurate, factual, and non-disparaging statements about Creator's own artistic work, creative output, professional experience, or participation on the Platform in neutral or affirmatively positive terms.

Violation of this non-disparagement obligation by Creator shall constitute a material breach of this Agreement and may result in immediate termination of Creator's account. Vocograph reserves all rights and remedies available at law or in equity with respect to any such breach, including the right to seek injunctive or other equitable relief in circumstances where monetary damages would be inadequate to remedy the harm caused.

Creator's participation on the Platform is entirely non-exclusive. Nothing in this Agreement, the Terms of Service, or any other Vocograph policy shall be construed to prevent, restrict, or limit Creator from offering personalized voice recordings, audio shoutouts, voice messages, or any similar content services on any other marketplace, platform, website, or channel, including platforms that compete directly or indirectly with Vocograph. Vocograph makes no claim to Creator's creative output, labor capacity, or professional services on any other platform and expressly acknowledges Creator's right to build and maintain a multi-platform creative business. Creator is free to set independent pricing, terms, and availability on other platforms without any obligation to make comparable offerings available on Vocograph.

Notwithstanding Creator's non-exclusive status under this Agreement, Creator acknowledges that Creator's own pre-existing or future contractual obligations to third parties — including but not limited to record labels, recording and production studios, game or media developers or producers, network, streaming, or distribution platforms, talent agencies, artist management companies, music publishers, unions or guilds, brand sponsors, or any other party with whom Creator maintains a contractual relationship — may independently restrict, limit, or prohibit Creator's ability to offer personalized voice content services on any platform, including Vocograph, without such party's prior consent. Creator is solely and exclusively responsible for reviewing, understanding, and complying with any such third-party contractual obligations before listing on, delivering through, or otherwise participating on the Platform. Vocograph does not and cannot review, evaluate, interpret, or provide guidance on Creator's third-party contractual obligations, and Vocograph makes no representation, warranty, or assurance that Creator's participation on the Platform is permissible under any specific third-party agreement. Creator's indemnification obligations under Section 14 of this Agreement expressly extend to any third-party claims arising from such contractual conflicts.

Creator's non-exclusive status under this Agreement does not in any way diminish, qualify, excuse, or limit any of Creator's obligations under this Agreement or the Terms of Service while Creator's account remains active and in good standing. Creator's simultaneous participation on other platforms, regardless of the volume or nature of Creator's activity elsewhere, does not excuse any failure to fulfill orders within the Fulfillment Window described in Section 6 of this Agreement, any violation of the content standards described in Section 9 of this Agreement, any breach of the fan interaction restrictions set forth in Section 10 of this Agreement, or any other breach of Creator's obligations hereunder.

In the event of Creator's death or permanent physical or mental incapacity rendering Creator unable to fulfill voice autograph requests, all orders that are pending and unfulfilled at the time Vocograph receives credible notification of such event — or at such earlier time as Vocograph independently and reasonably determines, based on consistent non-fulfillment or other credible evidence, that Creator is unable to perform — shall be automatically cancelled by the Platform. All corresponding fan payment authorization holds for such cancelled orders shall be released to the respective fans. Vocograph is not obligated to fulfill, arrange for the fulfillment of, source a replacement performer for, or otherwise complete any pending order on behalf of a deceased or incapacitated Creator, and no obligation to do so shall be inferred from any provision of this Agreement.

Creator's estate, heirs, legatees, beneficiaries, executors, administrators, trustees, or other legal or personal representatives shall not have any automatic right, title, interest, or claim to Creator's Vocograph account credentials, Creator's account data, Creator's pending unfulfilled orders, Creator's profile and promotional materials on the Platform, or any revenue associated with orders that had not been fulfilled and earned prior to Creator's death or incapacity. The right to receive any earned and as-yet-undisbursed revenue attributable to fulfilled orders that remains held within or payable through Creator's Stripe connected account at the time of Creator's death or incapacity is governed exclusively by Stripe's own terms, policies, and account succession procedures, and not by this Agreement. Creator's estate or authorized legal representatives must contact Stripe directly regarding any claims to or questions about funds held or disbursable through Creator's Stripe connected account, as Vocograph has no authority over the disposition of funds within Stripe's systems.

Upon receiving notification from an authorized representative of Creator's estate or from another credible source confirming Creator's death or permanent incapacity, Vocograph will promptly hide Creator's active listings from public view, suspend the acceptance of any new orders under Creator's account, and process the cancellation of all unfulfilled pending orders in accordance with this Section. Vocograph should be notified of a Creator's death or permanent incapacity by written communication sent to [email protected] from an individual with authority to act on behalf of Creator's estate, accompanied by documentation sufficient to establish the representative's legal authority and, where available, confirmation of the relevant event. Any earned amounts that have already been fully transferred and disbursed to Creator's Stripe connected account prior to the date of Creator's death or incapacity are governed solely by Stripe's account succession policies and applicable probate, succession, or inheritance law in Creator's jurisdiction of residence.

Paid voice autograph orders on the Platform are processed as Direct Charges on Creator's Stripe connected account pursuant to the Direct Charges structure of Vocograph's Stripe Connect integration. Because each such charge is made on Creator's connected account and not on Vocograph's platform account, any chargeback or payment dispute initiated by a fan's bank or card issuer with respect to a paid order is debited directly from Creator's Stripe connected account by Stripe in accordance with Stripe's dispute policies. In addition to the disputed transaction amount, Stripe assesses its then-current standard dispute processing fee per disputed transaction (the amount of which is set by Stripe and subject to change), which is also debited from Creator's connected account. These debits are initiated automatically by Stripe and are not within Vocograph's direct control.

If Creator's connected account has insufficient funds to cover a chargeback debit at the time Stripe processes the dispute — including, without limitation, because the earnings associated with the disputed transaction have already been disbursed to Creator via payout prior to the dispute being initiated — Stripe may, under Vocograph's platform account configuration, debit Vocograph's platform account for the resulting shortfall. In any such event, Vocograph reserves the right to recover the full amount of any shortfall so debited from Vocograph's platform account from Creator, including without limitation by offsetting the shortfall amount against future Creator Share disbursements otherwise payable to Creator or by pursuing a direct claim against Creator for the shortfall. Creator acknowledges that Vocograph's right of recovery in this circumstance flows directly from the Direct Charges structure and the platform account configuration under which the Platform operates, and that Vocograph's exposure under that configuration is a consequence of facilitating Creator's transactions on the Platform.

Vocograph will make commercially reasonable efforts to notify Creator promptly upon receiving notice from Stripe of a chargeback filed against Creator's connected account. Such notification will include, to the extent available at the time of notice, the dispute reason category assigned by the card network and the deadline by which evidence must be submitted to Stripe in response to the dispute.

Because Vocograph maintains the Platform's delivery records — including recording delivery logs, play records, order metadata, and related documentation in the Platform's systems — Vocograph will manage the Stripe evidence submission process for chargeback defense purposes on behalf of the Platform. Notwithstanding Vocograph's management of the evidence submission process, Creator's good-faith cooperation is necessary for an effective dispute response. Creator agrees to cooperate in good faith with Vocograph's chargeback defense efforts, including by providing any information, records, context, communications, or other materials that may support the dispute response, within the timeframe specified by Vocograph in its notification to Creator. Creator's failure to cooperate in a timely manner may impair Vocograph's ability to mount an effective defense and may be considered in any subsequent determination of liability for a resulting loss.

Free offerings — meaning voice autograph products for which the product price is set at zero dollars ($0.00) and the fan pays only a platform service fee charged by Vocograph — are processed as charges on Vocograph's platform account rather than Creator's connected account. Chargebacks or payment disputes arising from free offering orders are accordingly debited from Vocograph's platform account and do not affect Creator's connected account or Creator Share. The provisions of this Section relating to connected-account debits, the Stripe dispute processing fee, and Vocograph's right of recovery apply only to paid orders processed as Direct Charges on Creator's connected account.

Creators with a pattern of excessive chargebacks — as determined by Vocograph at its reasonable discretion based on chargeback rates, dispute patterns, delivery failure rates, or other risk indicators, and/or as flagged by Stripe under Stripe's own risk management and monitoring policies — may be subject to account restrictions, including but not limited to payout holds, listing suspension, or account termination pursuant to Section 11 and Section 19 of this Agreement.

This Section supplements but does not replace the Stripe Connected Account Agreement referenced in Section 4 of this Agreement. Creator's rights and obligations with respect to Stripe's own dispute processes, evidence deadlines, and chargeback policies are governed by the Stripe Connected Account Agreement, and Creator is responsible for maintaining familiarity with Stripe's chargeback and dispute policies as they may be updated by Stripe from time to time.

Vocograph may amend or modify this Agreement at any time in Vocograph's sole discretion, subject to the notice requirements set forth in this Section. Changes that constitute material amendments — meaning amendments that increase Creator's obligations, reduce Creator's rights, modify the commission rate or payout structure set forth in Section 5 of this Agreement, change the standards applicable to AI-generated or deepfake content under this Agreement, or alter the indemnification or limitation of liability provisions — will be communicated to Creator no fewer than thirty (30) days before the effective date of such change, by email to the address associated with Creator's account and/or by notice posted prominently on the Platform. Non-material changes, including clarifications, corrections, typographical fixes, and modifications to non-substantive provisions, may be made without prior notice and take effect immediately upon posting.

Creator's continued use of the Platform after the effective date of any amendment constitutes Creator's acceptance of the amended Agreement. If Creator does not accept a material amendment, Creator may terminate their account before the effective date of the amendment and withdraw any available earnings in accordance with the termination provisions below; continued use of the Platform on or after the effective date of any amendment will be deemed unconditional acceptance of the amended Agreement, regardless of whether Creator has reviewed the changed terms. Vocograph maintains a version date on this Agreement, and the version accepted by each Creator at the time of onboarding or upon subsequent acceptance is recorded in Vocograph's systems.

Either party may terminate this Agreement and Creator's account at any time, subject to the conditions described in this Section.

Vocograph may terminate this Agreement and Creator's account immediately and without prior notice for cause, including but not limited to: material breach of this Agreement or the Terms of Service, fraudulent conduct relating to Creator's account or the Platform, identity fraud, intentional delivery of AI-generated or synthetic recordings in violation of this Agreement, manipulation of chargebacks or payment disputes, or any other conduct that Vocograph determines in good faith poses material legal, regulatory, or reputational risk to the Platform or its users.

Vocograph may terminate this Agreement and Creator's account without cause upon fourteen (14) days' written notice to Creator, sent to the email address associated with Creator's account.

Creator may terminate this Agreement at any time by closing their account through the Platform's account settings or by providing written notice to Vocograph at [email protected]. Notwithstanding such termination, Creator remains obligated to fulfill all voice autograph requests that were submitted and pending at the time of termination, or to permit such requests to expire naturally within the applicable Fulfillment Window, before Creator's account is fully closed. Vocograph may assist in the orderly wind-down of pending requests at its discretion.

Upon termination of this Agreement for any reason: pending unfulfilled orders are cancelled and any fan payment authorizations are released in accordance with Section 6 of this Agreement; Creator Share amounts earned and already disbursed to Creator's Stripe connected account prior to termination are governed by the Stripe Connected Account Agreement and Stripe's standard policies; Creator Share amounts earned but not yet disbursed at the time of termination will be paid to Creator subject to any investigative holds, chargeback liabilities, shortfall recovery rights, or other valid claims Vocograph may hold against such amounts under this Agreement; and Creator's promotional materials are removed from active use in accordance with the wind-down provisions of Section 8 of this Agreement.

The following provisions survive termination of this Agreement for any reason and remain in full force and effect: Section 7 (Intellectual Property License, which persists with respect to recordings already delivered during the term), Section 8 (Right of Publicity and Voice License, solely with respect to the post-termination wind-down obligation described therein), Section 12 (Tax Obligations, with respect to earnings received during the term), Section 13 (Representations and Warranties, as applied to conduct and representations made during the term), Section 14 (Indemnification), Section 15 (Non-Disparagement, for the tail period specified therein), Section 18 (Chargebacks and Disputes, with respect to transactions processed during the term), and this survival clause. Any provision of this Agreement that by its nature should survive termination survives regardless of whether it is expressly enumerated above.

This Agreement is governed by and construed in accordance with the laws of the State of Delaware, without giving effect to any choice of law or conflict of law rules or provisions that would cause the application of the laws of any other jurisdiction. This choice of governing law is consistent with the governing law applicable to the Terms of Service incorporated herein.

Subject to any mandatory arbitration obligation set forth in the Terms of Service, each party irrevocably consents to the exclusive personal jurisdiction of, and venue in, the state and federal courts located in the State of Delaware for the resolution of any dispute, claim, or controversy arising out of or relating to this Agreement or its subject matter that is not subject to such mandatory arbitration. Each party waives any objection to the laying of venue of any such proceeding in those courts and waives any claim that any such proceeding has been brought in an inconvenient forum. Nothing in this Section limits Vocograph's right to seek injunctive or other equitable relief in any court of competent jurisdiction where necessary to protect the Platform or its intellectual property.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY HEREBY IRREVOCABLY WAIVES ALL RIGHT TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM OF ANY KIND ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY MATTER CONTEMPLATED HEREBY. EACH PARTY ACKNOWLEDGES THAT IT HAS REVIEWED THIS JURY TRIAL WAIVER AND KNOWINGLY AND VOLUNTARILY WAIVES ITS JURY TRIAL RIGHTS HAVING HAD THE OPPORTUNITY TO CONSULT COUNSEL.

If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable under applicable law, such provision shall be modified to the minimum extent necessary to make it valid, legal, and enforceable, or, if modification is not possible, such provision shall be severed from this Agreement without affecting the validity or enforceability of the remaining provisions. The remaining provisions of this Agreement shall continue in full force and effect as if the invalid, illegal, or unenforceable provision had never been included.

This Agreement, together with the Terms of Service incorporated by reference pursuant to Section 3 of this Agreement and any policies expressly incorporated into the Terms of Service, constitutes the entire agreement between Creator and Vocograph with respect to the subject matter hereof and supersedes all prior and contemporaneous understandings, representations, negotiations, discussions, and agreements, whether written or oral, between Creator and Vocograph relating to Creator's participation on the Platform. No prior drafts of this Agreement and no prior oral or written statements or representations of any kind shall have any legal force or effect.

Vocograph may assign or transfer this Agreement, or any of its rights or obligations hereunder, to any affiliate, successor entity, acquirer, or assignee in connection with a merger, acquisition, corporate reorganization, or a sale or transfer of all or substantially all of Vocograph's business or assets, without Creator's prior consent, provided that Vocograph will use commercially reasonable efforts to provide Creator with at least thirty (30) days' advance written notice of any such assignment delivered to the email address associated with Creator's account. Creator may not assign, delegate, or transfer this Agreement or any of Creator's rights or obligations hereunder to any other person or entity, whether by operation of law, by merger, or otherwise, without Vocograph's prior written consent. Any purported assignment or transfer by Creator in violation of this Section is void and of no legal effect.

If Creator is unable to fulfill one or more pending voice autograph requests solely because the Platform itself is unavailable or inaccessible due to a force majeure event (including acts of God, natural disasters, acts of governmental authority, widespread telecommunications or internet infrastructure failures, or similar extraordinary circumstances beyond Vocograph's reasonable control), a Vocograph-side technical outage, or a third-party infrastructure failure directly affecting Platform operations — as distinct from any issue, circumstance, or failure on Creator's end — Creator's Fulfillment Window obligation for those specifically affected orders shall be tolled for the duration of the Platform's unavailability caused by such event. No fulfillment strike or adverse account action shall be assessed against Creator under Section 11 of this Agreement for any non-delivery caused solely by a Platform-side unavailability event of the type described in this Section. Vocograph will use commercially reasonable efforts to notify Creators when a Platform-side outage is affecting order delivery capabilities and to update Creators when normal Platform operations have resumed.

Vocograph's failure or delay in exercising or enforcing any right, remedy, power, or privilege under this Agreement on any particular occasion shall not constitute or be construed as a waiver of Vocograph's right to exercise or enforce that right, remedy, power, or privilege on any future occasion. No single or partial exercise of any right or remedy precludes any other or further exercise thereof or the exercise of any other right or remedy under this Agreement. A waiver by Vocograph of any particular breach or default is not a waiver of any subsequent breach or default of the same or any other provision.

Creator's electronic acceptance of this Agreement, including acceptance through a clickwrap interface presented during Creator onboarding or through any subsequent acceptance interface provided by Vocograph, constitutes a valid and legally binding acceptance of this Agreement with the same legal force and effect as a handwritten signature. Such electronic acceptance is valid and enforceable under the Electronic Signatures in Global and National Commerce Act (E-SIGN Act), 15 U.S.C. § 7001 et seq., and any applicable comparable state electronic signature laws. Vocograph's records of Creator's electronic acceptance, including the timestamp and the version of the Agreement accepted, shall constitute conclusive evidence of acceptance in the absence of manifest error.