THE SIMPLE PLAN SONG SAVED MY LIFE PHOTO CONTEST
IMPORTANT:† This Submission Agreement (the "Submission Agreement") is made between you and Warner Music Canada Co. ("Sponsor") in connection with your submission of Submission Materials to the Contest.† The terms "Submission Materials" and "Contest," and all other terms capitalized but not defined in this Submission Agreement, shall have the meaning assigned to such terms in the Official Rules, and this Submission Agreement is incorporated by reference into the Official Rules.† You should read and understand the Official Rules before providing any Submission Materials to Sponsor or otherwise in connection with the Contest.†
1.†††††††† License to Submission Materials.† For clarity, as between you and Sponsor, you will retain ownership of your Submission Materials, provided, however, that if the Submission Materials incorporate any content owned by any Contest Entity, such content will continue to be owned by such Contest Entity, and nothing herein authorizes you to use such content for any purpose.† By submitting your Submission Materials, you grant to Sponsor and Warner Music Inc. and members of the band Simple Plan a world-wide, royalty-free, fully paid-up, non-exclusive, perpetual, irrevocable, transferable, and fully sublicensable (through multiple tiers) license, without additional consideration to you or any third party, to:† (a) reproduce, distribute, transmit, perform and display (publicly or otherwise), make available to the public, adapt, modify, edit, translate, make, sell, offer to sell, import and otherwise use and exploit (and have others exercise such rights on behalf of Sponsor or Warner Music Inc. or Simple Plan, through multiple tiers) your Submission Materials, any ideas accompanying, related to, or embodied in your Submission Materials, and any materials embodying, incorporating, or derived from your Submission Materials, in any format or media now known or hereafter developed (including without limitation Internet, cable, satellite, mobile, and wireless media); (b) create derivative works from your Submission Materials and incorporate your Submission Materials into other works or into Sponsor's, Warner Music Inc.'s, or their respective designees' products or services, including without limitation by embedding or incorporating advertisements into, before, or after, or displaying advertisements adjacent to or otherwise in connection with, the Submission Materials; (c) rate, review, comment on, evaluate, and judge your Submission Materials and permit third parties to do so; (d) exercise all copyright, trademark, publicity and other proprietary rights with regard to your Submission Materials; (e) use your name, photograph, portrait, picture, voice, likeness and biographical information as news or information and for advertising or promotional purposes, whether or not in connection with your Submission Materials; and (f) use your Submission Materials for the purpose of promoting the Contest and for any other advertising or promotional purposes.† The foregoing license shall survive any termination or expiration of this Submission Agreement for any reason.
All Submission Materials are non-confidential and may be used on a non-restricted basis.† IF YOU DO NOT WISH TO GRANT THE RIGHTS GRANTED IN THIS SECTION 1, PLEASE DO NOT PARTICIPATE IN THE CONTEST.†
PLEASE NOTE:† IF YOU WERE NOT THE PHOTOGRAPHER OF YOUR SUBMISSION MATERIALS, YOU MUST HAVE SECURED THE RIGHTS TO USE THE PHOTO FROM THE APPLICABLE PHOTOGRAPHER.† BY ENTERING THE CONTEST, YOU WARRANT AND REPRESENT THAT YOU HAVE SECURED SUCH RIGHTS.
2.†††††††† Waiver.† To the maximum extent permitted by law, you agree to forever release, discharge, and waive all claims against each of the Sponsor, Warner Music Inc. and each of the other Contest Entities from, and covenant not to initiate, file, maintain, or proceed upon any suit, claim, demand, or cause of action against any Contest Entity with respect to, any Losses (as defined in the Official Rules) that relate in any way to this Submission Agreement or the Submission Materials or any Entry, including without limitation any claim for idea misappropriation.† Additionally, you hereby waive any and all rights that you may have under any laws or statutes worldwide that concern "moral rights" or "droit moral," in connection with your Submission Materials and Entry.
3.†††††††† † Intentionally Omitted.
4.†††††††† Consideration.† You acknowledge and agree that you have received good and valuable consideration in exchange for the rights granted by you hereunder in and to the Submission Materials, including without limitation the opportunity to win a prize, and the possibility that publicity or favorable exposure may arise from Simple Plan or Sponsor's use of the Submission Materials or Entry incorporating or embodying the Submission Materials.† You acknowledge and agree that you are not entitled to any further compensation for any use or other exploitation by Sponsor or any other party (including without limitation any Contest Entity) of the Submission Materials or Entry.
5.†††††††† Representations and Warranties.
††††††††††† a.†††††††† You represent and warrant that: (i) all information that you provide in connection with the Contest, including without limitation any registration information, is and will remain true, accurate, and complete; (ii) you have the legal right and authority to enter into this Submission Agreement with Sponsor; (iii) you have complied and will comply with the Official Rules; (iv) you have not submitted and shall not submit your Submission Materials to any other video site or service, or any other contest, festival, or promotion, whether online or otherwise; (v) the Submission Materials are all your original, sole work, provided that if a 3rd party photographer photographed your submission materials, you have secured all rights to such photograph on Sponsorís behalf; (vi) you solely own, or otherwise have the full right and permission to exploit, all of the rights in, to, and under the Submission Materials and to grant the rights and licenses set forth herein, and that no third party materials have been included, incorporated or embodied in the Submission Materials; (vii) no identifiable individual (other than you) appears in the Submission Materials or if any other identifiable individual is included in the Submission Materials, you hereby warrant, represent and agree that you have secured such individualís consent to grant Sponsor all rights in and to use the photograph as described herein and in the Official Rules; (viii) the Submission Materials, and the use thereof by the Contest Entities and their respective designees, do not and shall not infringe upon or violate any patent, copyright, trademark, trade secret, or other intellectual property rights or other rights (including without limitation rights of privacy or publicity) of any third party; (ix) the Submission Materials are not confidential and do not contain any confidential information; and (x) in creating the Submission Materials, preparing them for the Contest, entering the Contest, and submitting your Submission Materials to the Contest, you (A) have complied and will comply in all respects with all applicable laws, rules, and regulations and (B) have not violated and will not violate any understanding by which you are explicitly or implicitly bound (including without limitation any agreement with any third party).
††††††††††† b.†††††††† You represent and warrant that your Submission Materials do not and shall not contain any material that, in Sponsor's sole discretion: (i) impersonates any person or entity, or falsely states or otherwise misrepresents your affiliation with a person or entity, without such person or entity's prior written consent; (ii) constitutes personally identifying information or other personal or identifying information about you or any individual; (iii) is false, deceptive, misleading, scandalous, indecent, obscene, pornographic, unlawful, defamatory, libelous, fraudulent, tortious, threatening, harassing, hateful, degrading, intimidating, or racially or ethnically offensive, or contains nudity, pornographic images, explicit sexual themes, or graphic violence; (iv) encourages conduct that could be considered a criminal offense, could give rise to criminal civil liability, or could violate any law, or that could otherwise be considered inappropriate; (v) constitutes a virus, worm, Trojan horse, Easter egg, time bomb, spyware, or other computer code, file, or program that is harmful or invasive or may or is intended to damage or hijack the operation of, or to monitor the use of, the Registration Site, the Contest, or any hardware, software, or equipment; (vi) constitutes any advertising, promotional material, or other form of solicitation; or (vii) constitutes any material, non-public information about a company.
††††††††††† c.†††††††† Sponsor reserves the right (but not the obligation), in its sole discretion, to verify, whether prior to processing the Submission Materials or at any other time, that all necessary rights, clearances, consents, releases, and/or permissions in or relating to the Submission Materials have been obtained.† Sponsor reserves the right to disqualify you, and to refuse, reject or remove your Submission Materials and/or Entry, if Sponsor determines at any time, in its sole discretion, that all necessary rights, clearances, consents, releases and/or permissions have not been obtained by you.† You agree to cooperate with Sponsor in any verification or inquiries related to the foregoing.
††††††††††† d.†††††††† This Section 5 shall survive any termination or expiration of this Submission Agreement for any reason.
6.†††††††† Indemnity.† Without limiting Section 4(d) of the Official Rules, you agree to indemnify and hold harmless Sponsor, Warner Music Inc. Simple Plan and each of the other Contest Entities, and the respective employees, officers, directors, shareholders, agents, representatives, vendors, suppliers, and third party service providers of the foregoing, from and against any and all Losses arising, in whole or in part, directly or indirectly, out of or in connection with: (a) any use or other exploitation, or failure or omission to use or otherwise exploit, your Submission Materials or Entry; (b) your use of or access to, or your inability to use or access, the Registration Site; (c) any breach by you of any covenant, representation, or warranty set forth in this Submission Agreement; or (d) any claim that your Submission Materials or any use or exploitation thereof caused damage to or infringed upon or violated the rights of a third party (including without limitation past, present or future infringement, misappropriation, libel, defamation, invasion of privacy or right of publicity or violation of rights related to the foregoing).
7.†††††††† Limitation of Liability.† To the extent permitted by applicable law:† (a) in no event will Sponsor, Warner Music Inc. or any other Contest Entity be responsible or liable for any damages or losses of any kind, including without limitation indirect, incidental, consequential, or punitive damages, arising out of or related to this Submission Agreement or your Submission Materials or Entry, even if a Contest Entity has been advised of the possibility of such damages; and (b) in no event shall Sponsor's aggregate liability arising out of or relating to this Submission Agreement (regardless of the form of action giving rise to such liability, whether in contract, tort or otherwise) exceed fifty dollars ($50.00).
8.†††††††† Severability.† If any provision of this Submission Agreement is held to be invalid or unenforceable, such holding will not affect the validity or enforceability of any other term hereof, and this Submission Agreement will be interpreted and construed as if such term, to the extent such term will have been held to be invalid or unenforceable, had never been contained herein.† In addition, if any provision of this Submission Agreement shall for any reason be held to be excessively broad as to duration, geographical scope, activity or subject, it shall be construed by limiting and reducing it, so as to be enforceable to the extent compatible with applicable law.
9.†††††††† Assignment.† This Submission Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be transferred or assigned by Sponsor without restriction.
10.††††††† Printed Copy.† At any time upon Sponsor's request, you agree to execute a non-electronic hard copy of this Submission Agreement and/or the Official Rules.
11.††††††† Survival.† The licenses and rights granted and assigned by you in and to the Submission Materials and Entry, and your waiver of claims with respect thereto, shall survive any termination of this Submission Agreement for any reason.† In addition, all warranties, indemnities, and all provisions of this Agreement that may reasonably be interpreted or construed as surviving the termination of this Agreement shall survive the termination of this Agreement for any reason.