This Agreement is entered into by and between World Language Communications ("WLC"), and_____________________, ("Translator/Interpreter/Voiceover Artist/Consultant").WHEREAS, Translator/Interpreter/Voiceover Artist/Consultant is qualified to and desires to provide translating services to clients; andWHEREAS, WLC has a website to bring clients needing translating services together with qualified individuals providing such services; andWHEREAS, Translator/Interpreter/Voiceover Artist/Consultant desires to be listed on WLC's web site and WLC desires to have Translator/Interpreter/Voiceover Artist/Consultant listed on its website;NOW THEREFORE, the parties agree as follows:

• 1. Translator/Interpreter/Voiceover Artist/Consultant agrees that the information on WLC's Translator/Interpreter/Voiceover Artist/Consultant Form is accurate. Translator/Interpreter/Voiceover Artist/Consultant agrees that he/she will update the information on Translator/Interpreter/Voiceover Artist/Consultant Form as frequently as needed so that WLC will always have accurate information about Translator/Interpreter/Voiceover Artist/Consultant.
• 2. WLC agrees to post on its website a current, accurate description of Translator/Interpreter/Voiceover Artist/Consultant based on the information provided by Translator/Interpreter/Voiceover Artist/Consultant on Translator/Interpreter/Voiceover Artist/Consultant Form and previous client evaluations.
• 3. If Translator/Interpreter/Voiceover Artist/Consultant's qualifications are posted on WLC's website, then Translator/Interpreter/Voiceover Artist/Consultant is automatically acknowledging that information to be true and correct. If Translator/Interpreter/Voiceover Artist/Consultant wishes to not conduct future transactions he/she can take his/her qualifications off WLC's website for a temporary or permanent basis.
• 4. WLC agrees to ensure that the client acknowledges the Client Services Form.
• 5. Translator/Interpreter/Voiceover Artist/Consultant agrees to use his/her best efforts to complete each client project in a timely and professional manner.
• 6. WLC agrees to pay Translator/Interpreter/Voiceover Artist/Consultant for Translator/Interpreter/Voiceover Artist/Consultant's services within 45 calendar days of Translator/Interpreter/Voiceover Artist/Consultant's completion of the project.
• 7. WLC must be notified of any problem or complaint immediately when it arises. WLC will take all reasonable steps to resolve any justifiable complaint as soon as possible.
• 8. Translator/Interpreter/Voiceover Artist/Consultant agrees to indemnify WLC for any deficiencies in Translator/Interpreter/Voiceover Artist/Consultant's services.
• 9. Translator/Interpreter/Voiceover Artist/Consultant agrees that all WLC clients remain WLC clients. Should a WLC client that WLC puts in touch with Translator/Interpreter/Voiceover Artist/Consultant directly, Translator/Interpreter/Voiceover Artist/Consultant agrees to refer the client to WLC to make any and all such arrangements.
• 10. The Translator/Interpreter/Voiceover Artist/Consultant agrees that Translator/Interpreter/Voiceover Artist/Consultant will be liable to WLC for any claims which may arise from the non-observance of the obligations listed above.
• 11. As used in this Agreement, "Proprietary Information" shall mean any client confidential information or materials designated in writing or by appropriate stamp or legend to be proprietary (whether or not patentable), which are communicated to Translator/Interpreter/Voiceover Artist/Consultant by WLC directly or by a WLC client during or in the course of its evaluation of Translator/Interpreter/Voiceover Artist/Consultant or during the work that Translator performs for WLC or a WLC client directly. Proprietary Information shall not include information which:(a) was known to Translator/Interpreter/Voiceover Artist/Consultant prior to receiving it from a WLC client provided however, that Translator/Interpreter/Voiceover Artist/Consultant so notifies WLC and the WLC client in writing within ten (10) days; or(b) is or becomes part of the public knowledge or literature by acts involving no breach of this Agreement by Translator/Interpreter/Voiceover Artist/Consultant; or(c) is or becomes available to Translator/Interpreter/Voiceover Artist/Consultant from a source other than the WLC client, provided however, that Translator/Interpreter/Voiceover Artist/Consultant so notifies WLC and the WLC client within twenty (20) days; or(d) is not marked as Proprietary Information; or(e) used or disclosed after a period of five (5) years after the date of receipt.Translator/Interpreter/Voiceover Artist/Consultant agrees that the Proprietary Information is the sole and exclusive property of WLC's client, and Translator/Interpreter/Voiceover Artist/Consultant shall treat the Proprietary Information on a confidential and restricted basis and not disclose, communicate or divulge the same to any third party or use it for any purpose other than providing translating services, without the prior written consent of WLC's client. All documents, drawings and writing disclosing Proprietary Information to Translator/Interpreter/Voiceover Artist/Consultant and all copies thereof shall be returned promptly by Translator/Interpreter/Voiceover Artist/Consultant to WLC or to WLC's client on the client's request, except that Translator/Interpreter/Voiceover Artist/Consultant may keep one archival copy for evidentiary purposes until the expiration of the time period set forth in Section 11(e) above.
• 12. Without the prior express written consent of WLC, and for a period of twenty-four (24) months thereafter, Translator/Interpreter/Voiceover Artist/Consultant will not directly or indirectly, anywhere in the world:(a) recruit or otherwise solicit or induce any employees or contractors of WLC to terminate their employment with, or otherwise cease or limit their relationship with WLC.(b) recruit or otherwise solicit or induce any clients of WLC to terminate or otherwise cease or limit their relationship with WLC.(c) make direct contact with any client of WLC.The restrictions against competition set forth in this Section 12 are considered by the parties to be reasonable for the purposes of protecting the business of WLC.
• 13. The parties shall be independent contractors, and under no circumstances shall this Agreement be construed as one of partnership, joint venture or employment between the parties. Each party shall be solely responsible for its own workmen's compensation insurance, tax withholdings and other legal requirements.
• 14. Translator/Interpreter/Voiceover Artist/Consultant agrees that any breach of its obligations hereunder will cause WLC and WLC's client immediate and irreparable harm that is not fully compensable by monetary damages, and that in addition to any monetary damages received, WLC and/or WLC's client as applicable shall be entitled to immediate injunctive relief in the event of its breach of this Agreement. If any term or provision of this Agreement or the application thereof to any person, property or circumstance shall to any extent be invalid or unenforceable, the remainder of this Agreement, or the application of such term or provision to persons, properties and circumstances other than those as to which it is invalid or enforceable, shall not be affected thereby, and each term and provision of this Agreement shall be valid and enforced to the fullest extent permitted by law.
• 15. This Agreement shall be binding upon and inure to the benefit of Translator/Interpreter/Voiceover Artist/Consultant and WLC and may not be assigned by either party without the other's prior written consent. This Agreement may be amended only by a written document executed by Translator/Interpreter/Voiceover Artist/Consultant and WLC. This contract may be terminated by WLC at any time in the event of a breach by Translator/Interpreter/Voiceover Artist/Consultant of any of its obligations. This Agreement can be terminated by either party with one (1) hour prior written notice to the other party. Notwithstanding the foregoing, any termination except for breach, shall not affect the parties' obligations with respect to all projects in effect on the date of termination. Sections 11 and 12 of this Agreement will survive the termination of this Agreement.
• 16. The validity, construction, enforcement and interpretation of this agreement shall be governed by the laws of the Commonwealth of Massachusetts. In connection with any proceedings to enforce or interpret this Agreement, Translator/Interpreter/Voiceover Artist/Consultant hereby consents to the exclusive jurisdiction of courts located in the Commonwealth of Massachusetts and agrees that valid service of process may be made upon Translator/Interpreter/Voiceover Artist/Consultant by U.S. mail. The prevailing party shall be entitled to receive their reasonable attorney's fees in any action brought under this Agreement.