SUBSCRIBER AGREEMENT

This Subscriber Agreement (as amended or supplemented from time to time, the "Agreement") is being entered into as of this day of this year between SHOOT IN, INC. (the "Company"), having an address at 1011 W. Smith Street, Orlando, Florida 32804, and the individual or entity whose name and address are set forth on the signature page to this Agreement ("Talent").

Recitals

WHEREAS, the Company is the owner and operator of www.shootinflorida.com, www.shootinnewyork.com, www.shootincalifornia.com (the "Site"), a site which features a talented pool of professional photographers, stylists, producers and similarly creative and talented individuals;

WHEREAS, the artists who are featured on the site are screened and selected, in the Company's sole discretion, based on the quality of their art/work product and based on their experience in a particular field;

WHEREAS, the Company is also engaged in activities to promote, market and publicize the Site (the "Marketing Activities"); and

WHEREAS, Talent has been selected by Company to be featured on the Site; and

WHEREAS, Talent wishes to be featured on the Site;

NOW, upon good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and upon the mutual covenants set forth herein, the parties agree as follows:

1. Use of Site.
   1. Talent's right to use the Site is contingent upon Talent's compliance with Company's registration procedures (including providing true, accurate, current and complete information about yourself), timely payment of applicable fees, and compliance with the terms and conditions set forth herein. Talent's use of the Site also constitutes acknowledgement, acceptance and agreement with any other terms of use and policies, rules or conditions as may be posted and modified from time to time on the Site.
   2. Talent will be featured on and given access to the Site in accordance with Schedule A, attached hereto and incorporated herein, which sets forth the categories, pricing and details for Talent's individual subscription (the "Service").
   3. Upon fulfillment of all contingencies for use of the Site, the Company grants Talent a non-exclusive, non-transferable, worldwide right to use the Site, solely for your own internal business purposes, subject to the terms and conditions of this Agreement. All rights not expressly granted to you are reserved by the Company and its licensors.
   4. Talent agrees not to (i) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Service or the Site's content in any way; (ii) modify or make derivative works based upon the Service or the Site's content; (iii) create Internet "links" to the Service or "frame" or "mirror" any of the Site's content on any other server or wireless or Internet-based device; or (iv) reverse engineer or access the Service in order to build a competitive product or service, build a product using similar ideas, features, functions or graphics of the Service, or copy any ideas, features, functions or graphics of the Service. User licenses cannot be shared or used by more than one individual User;
   5. The Company reserves the right at any time and from time to time to change, suspend or discontinue any aspect of the Site or Service.
   6. In connection with the registration process, Talent will receive a password to access the Site. Talent is responsible for maintaining the confidentiality of the password and is fully responsible for all activities that occur under Talent's password or account. Talent agrees to: (i) immediately notify the Company of any unauthorized use of Talent's password or account or any other breach of security and (ii) properly and timely logout at the end of each session.
   7. Talent is responsible for obtaining access to the Site and acknowledges that access may involve third party fees (such as Internet provider charges).
   8. The Site may provide, or third parties may provide, links to other World Wide Web sites or resources. Because the Company has no control over such sites and resources, Talent acknowledges and agrees that the Company is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. Talent further acknowledges and agrees that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource.
2. Disclaimer of Warranties. Talent agrees to use the Site at Talent's own risk. Neither the Company, nor any of its affiliates, owners or employees makes any representations or warranties of any kind relating to the Site or the results that may be obtained from your use of the Site. THE SITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS AND THE COMPANY SPECIFICALLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTIES INCLUDING, WITHOUT LIMITATION, WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, WARRANTIES OF MERCHANTABILITY OR WARRANTIES AGAINST THIRD-PARTY INFRINGEMENTS. THE COMPANY ALSO MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE SERVICE OR ANY CONTENT. THE COMPANY AND ITS LICENSORS DO NOT REPRESENT OR WARRANT THAT (i) THE USE OF THE SERVICE WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA, (ii) THE SERVICE WILL MEET TALENT'S REQUIREMENTS OR EXPECTATIONS, (iii) ANY STORED DATA WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY TALENT THROUGH THE SERVICE WILL MEET TALENT'S REQUIREMENTS OR EXPECTATIONS, (E) ERRORS OR DEFECTS WILL BE CORRECTED, OR (F) THE SERVICE OR THE SERVER(S) THAT MAKE THE SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
3. Limitation of Liability. ANY USE OF THE SITE OR DOWNLOADING OF MATERIAL IS DONE AT TALENT'S OWN DISCRETION AND RISK. TALENT IS SOLELY RESPONSIBLE FOR ANY DAMAGE TO TALENT'S COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL OR USE OF THE SITE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY TALENT FROM COMPANY SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED. TALENT EXPRESSLY UNDERSTANDS AND AGREES THAT THE COMPANY SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE.
4. Talent Materials.
   1. Any data, information or material that Talent submits to the Site ("Talent Material") shall remain the property of Talent. Talent hereby grants to the Company (which for this purpose includes any of its affiliates) the royalty-free, perpetual, irrevocable, non-exclusive, world-wide right and license to use, copy, distribute, reproduce, modify, adapt, and publicly display Talent's Material, along with Talent's name, on the Site, in connection with the Site and in connection with the Company's marketing activities.
   2. Talent represents and warrants to the Company that: (i) Talent has unencumbered rights to the Talent Material to be featured on the Site and has obtained any required model, talent, site or similar releases with respect thereto; (ii) no Talent Material violates, plagiarizes or infringes upon the rights of any third party, including copyright, trademark, privacy or other personal or proprietary rights; and (iii) no Talent Material contains libelous or otherwise unlawful material.
   3. Talent and not Company shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all Talent Material; however, Company reserves the right, in its sole discretion, to delete or edit any Talent Material for any reason. Company shall not be responsible or liable for the deletion, correction, destruction, damage, loss or failure to store any Talent Material.
5. Fees and Payments.
   1. Talent may elect to be featured on the Site in one or more categories offered by the Company from time to time at the respective prices in effect from time to time. The Company's full complement of categories will be provided or made available upon request. Talent shall make its election by completing Schedule A upon signing this Agreement. Talent may make any additional election at any time hereafter by sending the Company an email message to that effect. Talent will be given at least 30 days' advance notice by email of any change in the available categories or of any price adjustment.
   2. All annual fees are payable in advance upon registration except that, until the official launch date of the Site, which is expected in March 2007 (the "Launch Date"), a deposit of only 50% of the applicable fee will be required, with the balance payable on the Launch Date. All monthly fees are payable at the commencement of each month.
   3. All payments due the Company are to be made by means of a debit to a valid credit card in accordance with the information provided by Talent on Appendix A, as such information may be updated from time to time.
   4. No fees will be refundable except as follows:
      1. Talent will receive a full refund of any annual fee, less a $100 processing fee, if cancellation is made within 30 days of the initial registration or within 30 days of any annual renewal thereof; or
      2. Talent will receive a proportionate refund of any annual fee if the Company, in its sole discretion, elects to discontinue the Site and if Talent has not been featured on the Site for at least six months. The proportionate refund will be equal to the number of full months that Talent was not featured on the Site multiplied by one-twelfth of the applicable annual fees.
6. Indemnification. Talent agrees to indemnify the Company, and each of its owners, officers, employees and agents, and hold them harmless from and against any and all losses, liability, costs, fines, damages, including reasonable attorney's fees (collectively "Costs"), which may be suffered or incurred by any of them on account of any suits, claims or demands (collectively "Claims") concerning or relating to (i) Talent's use of the Site; (ii) Talent's breach of this Agreement or any of warranties, representations or covenants hereunder or (iii) any Claims that Talent Material infringes the trademark, copyright or other intellectual property rights of any third person or misappropriates trade secrets; (iv) Talent's negligence or willful misconduct; or (v) otherwise arising out of Talent Material. This indemnity will also cover any Costs suffered by or incurred by any of the foregoing persons in any legal proceedings between Company and Talent or in our efforts at enforcing this provision. Talent shall cooperate as fully as reasonably required in the defense of any Claim. The Company reserves the right to assume the exclusive defense and control, including choice of legal counsel, of any matter subject to indemnification by Talent.
7. Termination. The Company, in its sole discretion, may elect be terminate or suspend Talent's access to all or part of the Site for any reason including, without limitation, Talent's breach of this Agreement.
8. Company's Intellectual Property. The name shootinflorida.com, shootinnewyork.com, shootincalifornia.com, as well as the Company's other marks, logos, graphics, page headers, button icons and scripts noted on the Site are the Company's service marks, trademarks and trade dress and are the sole and exclusive property of the Company and may not be used in any manner that is likely to cause confusion among customers, clients or subscribers, in any manner that discredits or disparages the Company or the Site, or in connection with any product or service that is not sponsored, endorsed or produced by the Company. All other marks not owned by Company that appear on the Site are the property of their respective owners who may or may not be affiliated with, connected to, or sponsored by the Company.
9. Miscellaneous Provisions.
   1. The provisions of paragraphs 2, 3, 4, 5, 6 and this paragraph 8 shall survive the termination of this Agreement.
   2. If the Company waives a breach of any provision of the Agreement, it shall not thereby be deemed to have waived any preceding or succeeding breach of the same or any other provision of this Agreement. No waiver by the Company of any provision of this Agreement shall be effective unless in writing specifically identifying the breach being waived.
   3. If any provision of this Agreement is held to be illegal, invalid or an enforceable, such illegality, invalidity or unenforceability shall not affect any other provision of this Agreement, and this Agreement shall be construed as if such illegal, invalid or unenforceable provision had never been included herein.
   4. This Agreement shall be governed, construed and interpreted according to the laws of the State of Florida.  IN CONNECTION WITH ANY LITIGATION BETWEEN THE PARTIES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY WAIVES ALL RIGHTS TO A TRIAL BY JURY.
   5. Talent acknowledges participating in the negotiation of this Agreement and agrees that no provision hereof shall be interpreted or construed to the disadvantage of a party by reason of such party's having drafted such provision.
   6. The headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement. Whenever the context may require, any pronoun shall include the corresponding masculine, feminine and neuter forms. Any use of "you," or "your" shall refer to Talent.
   7. Any notice or other communication required or permitted hereunder shall be in writing and shall be given by one party to the other by messenger, overnight courier, telecopier, electronic communication (which will be deemed to satisfy the writing requirement) or certified or registered mail, return receipt requested. Any such notice or other communication shall be addressed to a party in accordance with the contact information set forth in this Agreement or in accordance with contact information otherwise furnished by a party to the other means of a notice given in accordance with this subparagraph (g).
   8. This Agreement: (i) constitutes the entire agreement and understanding between the parties relating to the subject matter hereof and supersedes any prior discussions or understandings, written or oral; (ii) may not be modified or amended in any manner except in writing signed by both of the parties; and (iii) may be signed in separate counterparts. The delivery of any counterpart by facsimile shall be treated as the delivery of an originally signed counterpart.
   9. Neither party may assign any of its rights or obligations under this Agreement without the written consent of the other except that, without Talent's consent, the Company may assign this Agreement or any of its rights or duties hereunder to an affiliate of the Company or in connection with a sale or merger of its business howsoever such sale or merger is accomplished This Agreement and all of its provisions, rights and obligations shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns. Nothing herein, express or implied, is intended or shall be construed to confer upon or give anyone other than the parties hereto and their respective successors and permitted assigns any rights or benefits under or by reason of this Agreement