Osprey Terms & Conditions
MATERIALS RELEASE
- For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, I hereby grant and license to OSPREY (“Organization”) and its affiliates, parents, subsidiaries, licensees, successors, designees, and assignees (collectively, “Organizers”) the right to use, reproduce, and publish in and in connection with the Organizers’ promotional materials (“Promotion”) any of the materials submitted to Organization or Organizers (which may include still photographs, video and/or film footage, paintings, pictures, slides, posters, letters, books, newspapers, statuary, art, exhibits, graphics, logos or any other objects) as well as any related names, images, likenesses, trademarks, service marks, trade names, logos, copyrighted material and/or other materials that I have furnished to Organization and/or Organizers (collectively, the “Materials”). I further grant Organization and Organizers the right to use, reproduce, and publish any name, image, and likeness depicted within the Materials in connection with the Promotion, in all media (whether now known or hereafter devised), throughout the world.
- I agree that Organization and Organizers shall have the right to make video and/or audio tapes, photographs, digital media, films and/or recordings of or including the Materials (collectively, the “Recordings”) and that Organization shall own all rights, including copyright, in the Recordings and the results and proceeds of such Recordings. Without limiting the generality of the foregoing, Organization and Organizers shall forever have the right to use, and license others to use, the Recordings, in whole or in part, an unlimited number of times, in all languages, in any and all media (whether now known or hereafter devised) anywhere in the world, and in connection with the advertising, sale, promotion, merchandising, distribution, and any and all other types of exploitation of the Promotion, the Organization, the Organizers and any of its products, other Promotions, services, or otherwise. Organization and Organizers shall have the right to refer to the Materials by their correct and/or their commonly recognized name(s). Organization and Organizers shall have the right to modify, edit, and alter the Materials, content and text of the Recordings in any manner or form, in the sole discretion of Organization and Organizers. I waive any right to inspect or approve of any use of the Recordings. I acknowledge that the Organization and Organizers are not responsible for returning any material submitted hereunder.
- I hereby forever release, discharge, and hold harmless Organization and Organizers from any and all claims, demands, and/or causes of action that I may have regarding the submission of the Materials, including without limitation, claims based upon public disclosure, misappropriation of name, image, or likeness, defamation, invasion of privacy, or any other matter arising from any use of the Materials or Recordings. I acknowledge that Organization and Organizers will rely on this Materials Release (this “Release”) and all permissions granted herein, at substantial cost to Organization and/or Organizers, and therefore I hereby agree not to bring or assert any legal claim of any nature whatsoever against anyone relating to the exercise of the permissions granted hereunder. To the fullest extent permitted by law, I grant this release, discharge, and hold harmless on behalf of my heirs, successors, assigns, and any minor children under my care or legal guardianship. This paragraph shall survive the termination or the expiration of this Release.
- I agree that my sole remedy in the event of any claim against Organization or Organizers shall be the recovery of damages and in no event shall I seek or be entitled to rescission, injunctive or other equitable relief, or otherwise seek to restrain or interfere with the production, promotion, distribution, exhibition or exploitation of the Promotion. This paragraph shall survive the termination or the expiration of this Release.
- I represent and warrant that (a) I have the authority and right to enter into this Release, (b) the permission of no other person is needed in order for me to grant the rights in this Release to Organizers, (c) neither I nor anyone acting for me gave, or agreed to give, anything of value to any officer, director, employee or agent of Organizers to secure the inclusion of the Materials in the Promotion, (d) the rights granted herein are owned by me, including rights of reproduction, and are granted free and clear; (e) the Materials may be used for any purpose and may be modified, edited, and altered as set forth herein; and (d) Organization and Organizers’ use of the Materials as permitted herein will not violate or infringe upon the rights of any third party, nor be contrary to law. I agree to indemnify Organization and Organizers for any claims or expenses (including attorney fees and costs) arising out of any claim inconsistent with the foregoing warranties or representations, including any claims by any third party. This paragraph shall survive the termination or the expiration of this Release.
- I recognize that Organization and Organizers are relying on my representations and warranties and the rights I am granting in this Release and that a breach thereof would cause Organization and Organizers irreparable injury and damage that cannot be reasonably or adequately compensated by damages in an action at law; therefore, I hereby expressly agree that Organization and Organizers shall be entitled to injunctive and other equitable relief to prevent and/or cure any breach or threatened breach of this Release by me.
- Neither Organization nor Organizers shall have any obligation to actually produce the Promotion or to utilize the Materials or the Recordings to exercise the rights and permissions granted herein for purposes of the Promotion or otherwise. For the sake of clarity, the use or nonuse of the Materials or Recordings shall remain within the absolute sole discretion of the Organization and Organizers.
- All provisions hereof concerning the Recordings, the Promotion and the potential inclusion of the Materials in the Promotion shall be kept strictly confidential by me and my representatives. Neither I nor my representatives shall issue any press releases or public statements about Organization, Organizers, the Promotion or the potential inclusion of the Materials therein without Organizers’s prior written permission. Neither I nor my representatives shall use the name, likeness, image, logo, trademark or other proprietary mark of Organization, Organizers, any affiliated companies, or any principal, member, officer, agent, or employee of any of the foregoing in any manner without prior written approval.
- I agree that no further consideration shall be due to me for execution of this Release and/or for use of the Materials. Neither Organization nor Organizers shall be obligated to pay me or any third party any sum whatsoever for use of the Materials, the Recordings, the Promotion, or any rights granted in this Release, regardless of the time or method of any future use of the Materials or Recordings.
- This is the entire agreement and supersedes all prior understandings between the parties relating to the subject matter herein. This Release and the acknowledgements, representations, releases, permission and agreements made herein shall be irrevocable and binding upon me and my heirs, executors, successors, parents, guardians, licensees and representatives. Termination of this Release, for any reason, shall not affect Organization’s and/or Organizers’s rights in the Recordings. This paragraph shall survive the termination or the expiration of this Release. Organization and/or Organizers may assign its rights in the Recordings and/or Promotion, in whole or in part, to any individual or entity, without restriction.
- This Release shall be governed by the laws of the State of Mississippi (excluding conflicts of law principles), regardless of the place of its physical execution. I hereby submit to the jurisdiction of the state and federal courts of the State of Mississippi, Jones County, to resolve any dispute arising out of or resulting from this Release. To the fullest extent permitted by law, I shall not raise, and hereby waive, any defenses based upon improper venue, inconvenience of the forum, lack of personal jurisdiction, or the sufficiency of service of process.