Please Read This Carefully! You (also referred to as a “Competitor”) and Forbes Media LLC (“Challenge Host”) are agreeing to a Challenge-Specific Agreement for this particular Under30 Change the World Competition (the “Challenge”) only. The Challenge Host requires that you accept these terms, so please take the time to understand them.
Submissions. As a Competitor, you may submit to Challenge Host your Submission for the Challenge to which this CSA relates. By submitting your Submission you thereby agree to provide reasonable assistance and additional information concerning your Submission to Challenge Host, if requested.
Acceptance of Submission. Challenge Host will notify you if your Submission has been selected by Challenge Host, the Sponsoring Organizations, and the judges for a Prize according to the Challenge Schedule set forth in the Challenge Guidelines. The designated judges will judge all Submissions against the criteria set out in the Challenge Guidelines and other factors that are within the sole discretion of the Challenge Host, the Sponsoring Organizations, and the judges and determine, in their sole discretion, which Submission best meets the Challenge Guidelines. Challenge Host, the Sponsoring Organizations, and the judges have absolute and sole discretion to determine whether to accept your Submission, or any Submission, and whether to award a Prize, multiple Prizes, or any Prize, or to substitute for a Prize a prize of comparable value. The meeting of the Challenge Guidelines does not automatically mean that the Submission will be eligible for a Prize.
Intellectual-Property Representations and Warranties. Submissions must NOT contain or include ideas, concepts, solutions, or technology in respect of which a third party owns or controls the intellectual property. Submissions and descriptions thereof may not include trademarks or trade names of corporations or entities without the permission of their owners. By entering, you represent and warrant that:
your entire Submission is an original work by you and you have not included third-party content (such as writing, text, graphics, artwork, logos, photographs, dialogue from plays, likeness of any third party, musical recordings, clips of videos, television programs or motion pictures) in or in connection with your Submission, unless (1) otherwise requested by the Challenge Host and/or disclosed by you in your Submission, and (2) you have either obtained the rights to use such third-party content or the content of the Submission is considered in the public domain without any limitations on use;
no person or entity other than you has any right, title or interest in any part of your Submission;
unless otherwise disclosed in the Submission, the use thereof by Challenge Host or the Sponsoring Organizations, or the exercise by Challenge Host or the Sponsoring Organizations of any of the rights granted by you under this Agreement, does not and will not infringe or violate any rights of any third party or entity, including, without limitation patent, copyright, trademark, trade secret, defamation, privacy, publicity, false light, misappropriation, intentional or negligent infliction of emotional distress, confidentiality, or any contractual or other rights;
you have all the rights, licenses, permissions, and consents necessary to submit the Submission and to grant all of the rights that you have granted to Challenge Host and the Sponsoring Organizations hereunder, including the right for Challenge Host and the Sponsoring Organizations to use and develop derivative works of and from the Submission;
all persons who were engaged by you to work on the Submission or who appear in the Submission in any manner have:
given you their express written consent to submit the Submission for unlimited, royalty-free use, exhibition and other exploitation in any manner and in any and all media, whether now existing or hereafter discovered, throughout the world, in perpetuity;
provided written permission to include their name, image or pictures in or with your Submission (or if a minor who is not your child, you must have the permission of their parent or legal guardian) and you may be asked by Challenge Host to provide permission in writing;
no claims for payment of any kind, including, without limitation, for royalties or residuals, and have no approval or consultation rights or any rights of participation arising out of any use, exhibition, or other exploitation of the Submission; and
not been and are not currently under any union or guild agreement that results in any ongoing obligations resulting from the use, exhibition or other exploitation of the Submission.
Intellectual-Property Acknowledgments. You understand, recognize, and accept that Challenge Host and the Sponsoring Organizations have access to, may create or have created materials and ideas which may be similar or identical to the Submission in concept, theme, idea, format or other respects. You acknowledge and agree that Challenge Host and the Sponsoring Organizations shall have the right to use such same or similar materials, and that you will not be entitled to any compensation arising from Challenge Host’s or the Sponsoring Organizations’ use of such materials. In the event that your entry is identical or similar to the Submission of another Competitor, Challenge Host reserves the right, at the sole discretion of Challenge Host, the Sponsoring Organizations, and the judges to either score one Submission higher than the other subject to the Challenge Guidelines or to randomly choose a Submission from all of those submitted which respond to the Challenge Guidelines.
Intellectual Property Rights to and License to Use Submission. By entering, you agree that: (a) all Submissions become Challenge Host’s and the Sponsoring Organizations’ property and will not be returned; and (b) Challenge Host and the Sponsoring Organizations and their licensees, successors and assigns have the right to use any and all Submissions, and the names, contact information, likenesses, voices and images of all persons appearing in the Submission, for future advertising, promotion and publicity in any manner and in any medium now known or hereafter devised throughout the world in perpetuity.
ALL INTELLECTUAL PROPERTY RIGHTS, IF ANY, IN THE IDEA, CONCEPT, OR ACTIVITIES DEMONSTRATED BY THE SUBMISSION WILL REMAIN WITH THE COMPETITOR. THE COMPETITOR RETAINS OWNERSHIP OF THE SUBMISSION.
Please also be aware that your Submission may not be acknowledged and will not be received or held "in confidence" and your Submission does not create a confidential relationship or obligation of secrecy between you and any of the entities involved in this Challenge.
Other Contracts, Confidentiality, and Indemnification. You agree that you will not disclose to Challenge Host any information which you are under an existing contractual or other legal obligation to maintain in confidence or otherwise do not have the right to sell or license. You agree that you will not discuss any confidential information of your own, other parties, or Challenge Host unless you are specifically using the HeroX website to do so. Should your participation in the Challenge be found to breach legal obligations you may have with other third parties or in the event of a breach of the confidentiality obligations in this Section 6, you agree to defend, indemnify and hold harmless Challenge Host, the Sponsoring Organizations its and their respective officers, directors, employees, agents, licensors, and suppliers, from and against all claims, actions or demands, liabilities, and settlements, including, without limitation, reasonable legal and accounting fees, arising in connection with such unauthorized and prohibited disclosure.
Changes and Cancellation. Challenge Host has the right to make updates and/or make any changes to, or to modify the scope of this CSA, the Challenge Guidelines, Challenge Schedule, and Judging Criteria at any time during the Challenge. You are responsible for regularly reviewing the Challenge site to ensure you are meeting all rules and requirements of the Challenge. Challenge Host has the right to cancel the Challenge at any time, without warning or explanation, and to subsequently withdraw the Prizes completely.
General Conditions. Challenge Host has the right to verify each Competitor's eligibility and compliance with this CSA. Challenge Host has the right to enforce the terms and conditions hereof directly against you. Participation is conditioned on providing the data required in the online registration form. Competitors should direct any request to access, update, or correct information to Challenge Host. Challenge Host is not responsible for human error, theft, destruction, or damage to Submissions, or other factors beyond its reasonable control.
Competitors should not register with multiple e-mail and/or street addresses. In the event of a dispute as to any Submission, the authorized account holder of the email address used to enter will be deemed to be the person who submitted the Submission. The authorized "account holder" is the natural person assigned an email address by an Internet access provider, online service provider or other organization responsible for assigning email addresses for the domain associated with the submitted address.
Competitor is responsible for any related costs to complete activities related to solving the challenge;
Competitor is responsible for obeying any local, national, and international laws in undertaking any activities related to solving the challenge;
Competitor is responsible for obtaining any insurance related to activities performed to solve the challenge;
Competitor is responsible for truthful representation of all activities undertaken to solve the challenge; Challenge Host reserves the right, at any time, to verify such activities;
Competitor is responsible for maintaining accurate records and truthfulness of metrics, or impact related to activities undertaken to solve the challenge; Challenge Host is not responsible for calculating results, but reserves the right, at any time, to verify such information;
Competitor is responsible for completing registration and submitting Submissions by the dates outlined in the Challenge Guidelines; Challenge Host is not required to accept late registrations or late Submissions;
Challenge Host is not liable for any activities undertaken to solve the challenge;
Challenge Host has the right to disqualify an individual from the challenge at any time.
General Representations and Warranties. You represent and warrant that:
All information provided by you regarding yourself and, if applicable, your business ("Competitor Information") is true, accurate, current, and complete information and you will maintain and update the Competitor Information to keep it true, accurate, current and complete.
If you are an individual representing a business or other entity, you are authorized to enter into this Agreement on behalf of that business or entity.
Contacting the Finalists. The finalists will be notified by email on or around 12:00 noon ET on September 9, 2015. Challenge Host will make a maximum of three attempts to contact each finalist. If a finalist is unreachable during the 48-hour period in which Challenge Host attempts to make contact, or if he or she does not comply with this SCA, an alternate finalist may be selected from other eligible Submissions.
Finalists’ Documentation and Duties. Each finalist may be required to sign:
an affidavit of eligibility and liability release releasing Challenge Host, the Sponsoring Organizations, the judge and each of their respective directors, officers, employees, and agents from any and all liability, claims, demands, and causes of action for personal injury or damage, theft, loss, or any other harm suffered in connection with the Challenge;
except where prohibited by law, a promotional release granting the right to use his or her name and likeness for advertising and publicity purposes without additional compensation;
any relevant investment disclosures, investment agreements, and tax documentation; and
at Challenge Host’s request, any additional legal documentation to confirm Challenge Host’s and the Sponsoring Organizations’ rights in and to each finalist’s winning Submission.
Entry into the Challenge constitutes each Competitor’s agreement to sign the documents described above. A finalist’s failure to sign and deliver any of those documents when requested may result in disqualification and selection of an alternate finalist. Any violation of this CSA by any finalist may result, in Challenge Host’s sole discretion, in that finalist’s disqualification from the Challenge and the termination of all privileges as a finalist.
Non-Disparagement. You agree not to take any action, directly or indirectly, which is intended, or would reasonably be expected, to harm (a) Challenge Host, (b) any Sponsoring Organization, or (c) any judge, and (d) any of their respective directors, officers, employees, and agents, or its or their reputation or which would reasonably be expected to lead to unwanted or unfavorable publicity to them.
Indemnification. You agree to defend, indemnify and hold harmless (a) Challenge Host, (b) any Sponsoring Organization, or (c) any judge, and (d) any of their respective directors, officers, employees, and agents from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (a) your participation in the Challenge; (b) your violation of any term of this CSA, including without limitation any representations and warranties and the confidentiality covenants in Section 6; (c) your violation of any third-party right, including without limitation any copyright, property, or privacy right; and (d) any other negligence or willful misconduct committed by you. This indemnification obligation will survive this CSA.
Disclaimers and Waiver.
Challenge Host, the Sponsoring Organizations, and the judges are not responsible for any failure, problem, or technical malfunction of any telephone or other network or lines, computer online systems, servers or providers, computer equipment, software, email, or web browser on account of technical problems, traffic congestion on the Internet or at any web site, any combination thereof, or otherwise, including without limitation injury or damage to you or to any other person’s computer related to or resulting from participating in or uploading materials for the Contest. And Challenge Host, the Sponsoring Organizations, and the judges hereby disclaim all express and implied warranties with respect to the Challenge and HeroX.
Challenge Host, the Sponsoring Organizations, and the judges assume no responsibility for incomplete, incorrect, or inaccurate information about or connected to a Submission, whether caused by any of the equipment or programming associated with or utilized in the Challenge or by any human error that may occur in the processing of Submissions.
If, for any reason, the Challenge is not capable of running as planned, including problems with any computer system caused by any computer virus, bug, tampering, unauthorized intervention, fraud, technical failures, or any other causes beyond the control of Challenge Host, the Sponsoring Organizations, and the judges that corrupt or affect the administration, security, fairness, integrity, or proper conduct of the Challenge or for any reason Challenge Host deems it necessary, Challenge Host reserves the right, in its sole discretion, to cancel, terminate, modify, delay, or suspend the Challenge.
You agree to the preceding disclaimers and waives, releases, and covenants not to sue Challenge Host, the Sponsoring Organizations, and the judges and their respective directors, officers, employees, and agents for any claims, suits, losses, damages, and expenses (including reasonable attorneys’ fees) that arise from any of the causes or conditions described in this Section 14.
Challenge Host’s Rule Decisions and Discretion. All interpretations of this CSA and decisions of Challenge Host in all matters related to the Challenge are final. Challenge Host reserves the right, in its sole discretion, to disqualify any individual it finds or believes: (a) to be tampering with the entry process or the operation of the Challenge or HeroX; (b) to be acting in violation of this CSA; or (c) to be acting in an unsportsmanlike or disruptive manner, or with intent to annoy, abuse, threaten, or harass any other person. Any attempt by any person to deliberately damage Challenge Host, HeroX or any related web sites or undermine the legitimate operation of the Challenge may be pursued to the full extent of the criminal and civil laws, and Challenge Host reserves the right to seek damages from that person.
Sponsoring Organizations’ Discretion. Each Sponsoring Organization that is a nonprofit organization exempt from U.S. federal income tax under section 501(c)(3) of the Internal Revenue Code of 1986, as amended, retains the absolute discretion to refrain from any action that might otherwise be called for under this CSA or the Challenge Guidelines that, in its determination, might jeopardize that Sponsoring Organization’s tax-exempt status.
Jurisdiction and Governing Law. The New York courts (state and federal) have sole jurisdiction of any controversies regarding the Challenge, and the laws of the New York govern the Challenge. You waive any and all objections to jurisdiction and venue in those courts and hereby submit to the jurisdiction of those courts.