Online Content Submission and Interview Release Agreement (the “Agreement”)
IMPORTANT – THIS IS A LEGAL DOCUMENT. YOU SHOULD READ THE FOLLOWING CAREFULLY.
Thank you for agreeing to provide content to the WWW.HOWARDSCHULTZ.COM website (the “Site”). By making a submission, you agree to the following terms and conditions in connection with use of the video material(s), your interview, and any other content (including your name and likeness, biography, information about your personal experiences, remarks, and recollections) that you have provided or may provide in connection with your submission (collectively referred to as the “Submission”):
You hereby grant the owner and operator of WWW.HOWARDSCHULTZ.COM (“HOWARDSCHULTZ.COM”) a nonexclusive, irrevocable, worldwide, sub-licensable, assignable right to use of your name, image, voice and likeness in the Submission, licensed use and derivatives of the Submission, and promotion of the Submission; and a nonexclusive, irrevocable, worldwide, sub-licensable, assignable license to copy, publish, display, distribute, create derivative works from, and use the Submission or any portions thereof, licensed use and derivatives of the Submission, and promotion of the Submission.
HOWARDSCHULTZ.COM, and its assignees or licensees, may use the Submission in whole or in part, alone or with other materials, edited or unedited, in any manner and medium now known or hereafter devised, including, without limitation, in visual, print, audio, internet, computer-based, mobile or other digital mediums, directly or through distribution, including through licensees, to the general public, subject to the terms and conditions set forth in this Agreement.
You agree that HOWARDSCHULTZ.COM is not obligated to publish or use the Submission, or your name, voice, image or likeness, in any way, and is not required to provide you with notice of any use of the Submission, your name, voice, image or likeness. You are not entitled to and shall not receive any remuneration for your Submission.
You are solely responsible for clearing the use of all third party materials (“Materials”) used in the Submission or that you have obtained for use in the Submission and, if applicable, paying any royalties, fees, or fringe benefit payments due to third parties, including performing rights societies, regarding the use, performance, or other exploitation thereof. Upon request, you shall provide copies of your licenses of such Materials (if any). You hereby represent, warrant and covenant that: (i) you are the owner of any Materials, (ii) there are no encumbrances, liens or judgments against or affecting the Materials, (iii) there are no claims, litigation or threats of claims or litigation in connection with the Materials or your ownership, (iv) the distribution and/or other exploitation of the Materials will not cause monies to be owed to any third parties, (v) you have not entered and will not enter into any agreement which would negatively affect or diminish HOWARDSCHULTZ.COM’s rights under this agreement, (vi) the Materials do not defame any person living or dead, and (vii) the Materials do not violate the copyrights, trademarks, patents, rights of publicity, rights of privacy, or other intellectual property rights of any third party.
You warrant that you are of the legal age of majority and have every right to contract in your own name or, if the Submission or Materials involve a minor child/children under the legal age of majority, that you are the parent or legal guardian of the minor child/children involved in the Submission or Materials, have read and understand the terms and conditions of this Agreement, and can legally enter into this Agreement on behalf of all such minor child/children.
You agree to defend, indemnify and hold HOWARDSCHULTZ.COM harmless for your breach of this agreement or any of your representations, warranties, and/or covenants thereof. In any action arising out of or related to this agreement where HOWARDSCHULTZ.COM is named a defendant by a third party, HOWARDSCHULTZ.COM shall have the right to select and retain counsel of its choice and to control the defense of such claims.
This agreement is binding upon and inures to the benefit of the parties hereto and their successors, representatives, assigns, licensees and sub-licensees. This agreement supersedes all prior understandings and agreements of the parties and may not be altered or amended except by a mutual written agreement signed by both parties. If any provision of this agreement shall be found invalid or unenforceable, the remainder of this agreement shall be interpreted so as best to reasonably effect the intent of the parties. This agreement may be executed in one or more counterparts, each of which when taken together, will be deemed to constitute one and the same instrument.