User Generated Content Terms and Conditions
These USER-GENERATED CONTENT TERMS AND CONDITIONS (the “UGC Ts and Cs”) govern your (hereinafter “Individual”) submission of Content (defined herein) to Visit Alexandria in connection with all and any present or future events or promotions.
For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Individual agrees as follows.
1. “Content” means any content created by Individual, including, without limitation, ideas, notes, drawings, designs, graphics, images, photographs, lyrics, compositions (musical or otherwise), stories, plays, pitches, audiovisual content (including, without limitation, sound bites, video footage and other productions), software, data, comments, suggestions, or works of authorship embodied in any form or medium.
2. Individual represents warrants and covenants that: (i) the Content is wholly original to Individual; (ii) Individual is the sole and original author and creator of the Content; and (iii) that Individual has not and shall not incorporate into the Content any content or intellectual property from any other person or entity. Individual further represents, warrants and covenants that: (iv) all of the Content is and shall be free and clear of all liens, claims, encumbrances or demands of third parties, including, without limitation, intellectual property rights and statutorily-required consent from third parties, and Individual is not obligated to assign or transfer rights in such Content to any other party; (v) the Content may be freely used by Visit Alexandria without any obligation or liability to any third party; and (vi) that the Content: (a) will not infringe or violate any right whatsoever, including, without limitation, any personal rights or any property rights of any person or entity; and (b) is not the subject of any threatened or pending litigation, claim or dispute that might give rise to litigation, which adversely affects or in any way prejudices, impairs or diminishes the rights granted hereunder or the value thereof. Individual further represents, warrants and covenants that: (vii) he/she has the right to make the grants and warranties made hereunder; (viii) he/she has not granted or transferred any rights in or to the Content to any third party; and (ix) he/she has not done anything which has impaired and will not do anything to impair the rights granted to Visit Alexandria in the Content in any way.
3. Individual grants to Visit Alexandria and their advertising and promotional agencies to the fullest extent permitted by applicable law, the perpetual, irrevocable, unrestricted worldwide right to use, publish, display, broadcast, edit, modify and distribute materials bearing Individual’s name, voice, image, likeness, music and/or any other identifiable representation of Individual (collectively, “Individual’s Likeness”). Visit Alexandria shall have the right to use Individual’s Likeness for any and all purposes, including, but not limited to, advertising and promotional purposes, and in any form, style, color or medium whatsoever now known or later developed, including, without limitation, photographs, videotapes, films, sound recordings, software, drawings, prints, broadcast, internet and electronic media (collectively, “Materials”). Individual agrees that all Materials containing Individual’s Likeness shall be and remain the property of Visit Alexandria, and Individual assigns any rights he or she may have acquired in or to such Materials to Visit Alexandria. Individual hereby waives any right he or she may have to inspect or approve the finished Materials or any part or element thereof that incorporates Individual’s Likeness. Individual consents to Visit Alexandria (i) storing copies of Materials containing Individual’s Likeness for the purposes set out in these UGC Ts and Cs, and (ii) transferring Materials containing Individual’s Likeness to any country, including a country with a lower level of protection of personal data than my own country, for the purposes of publicizing Visit Alexandria or for any other such purpose set out in these UGC Ts and Cs.
4. Individual hereby grants to Visit Alexandria an irrevocable, royalty free, perpetual, transferable, and worldwide license to use and permit others to use the Content in any manner desired by Visit Alexandria and assignees without restriction, obligation or accounting to Individual, including, without limitation, the right to make, have made, sell, offer for sale, use, rent, lease, import, copy, prepare derivative works, publicly display, publicly perform, and distribute all or any part of such Content and modifications and combinations thereof and to sublicense (directly or indirectly through multiple tiers) or transfer any and all such rights.
5. Individual, to the full extent of goodwill by both Individual and Visit Alexandria, agrees to not object to any exploitation or use of the Content or to any changes, modifications, or revisions to the Content made by or on behalf Visit Alexandria and/or its successors.
6. Individual shall indemnify, defend and hold harmless the Released Parties (as defined below) from any and all damages, fees (including attorneys’ fees) and costs as a result of breach or alleged breach of these UGC Ts and Cs. To the extent that, contrary to Individual's representations, warranties and covenants contained in paragraph 2, any third party contributed to the creation of the Content, in addition to Individual’s indemnification of Visit Alexandria in connection with breach of such representation and warranty as set forth in the preceding sentence, Individual shall use his or her best efforts to secure a duly executed assignment of any and all rights in and to such contributions from all relevant contributing parties at his or her expense pursuant to Visit Alexandria or its assigns' instructions.
7. GENERAL RELEASE BY INDIVIDUAL. Individual, on behalf of himself or herself, and his or her successors, heirs and assigns, hereby releases, acquits and forever discharges Visit Alexandria and its agencies, and each of their respective officers, directors, employees, agents, representatives, attorneys, successors, assigns and licensees (collectively, the “Released Parties”), from any and all actions, causes of action, liabilities, liens, acts, costs, expenses, sums of money, debts, contracts, agreements, obligations, promises, damages, accounts, claims, complaints, duties, suits, judgments, executions and demands of every kind, nature and description, whether known or unknown, fixed or contingent, matured or unmatured, suspected or unsuspected, at law, in equity or otherwise (collectively, “Claims”), which Individual has ever had, now has or hereafter can, shall or may have against any of the Released Parties, based upon, by reason of, arising out of, resulting from or relating in any way to the subject matter of these UGC Ts and Cs, including, without limitation, any Content. THIS RELEASE IS A GENERAL RELEASE AND THE PARTIES INTEND AND AGREE THAT IT SHALL BE INTERPRETED AND ENFORCED AS SUCH. Individual hereby waives and voluntarily relinquishes any right or benefit he or she may have under provision of statutory or nonstatutory law of any other jurisdiction, to the fullest extent that he or she may lawfully waive all such rights and benefits pertaining the subject matter of these UGC Ts and Cs. Individual acknowledges and agrees that the foregoing waiver is an essential and material term of these UGC Ts and Cs and that without such waiver, Visit Alexandria would not have agreed to the terms of these UGC Ts and Cs. INDIVIDUAL HEREBY ACKNOWLEDGES THAT HE OR SHE HAS READ AND UNDERSTANDS, AND EXPRESSLY AGREES TO BE BOUND BY, THE TERMS OF THIS PARAGRAPH 7.
8. Individual acknowledges and agrees that by his/her reply to the link with a hashtag: #yesALX, or any other link or hashtag which may be used or instructed by Visit Alexandria at their sole discretion, (i) it shall be deemed that he/she is automatically bound by this UGC Ts and Cs with full enforcement, and in such a way, Visit Alexandria can use the Content, Individual’s Likeness, and/or Materials for any of their purposes according to this UGC Ts and Cs; (ii) Individual certifies that he/she is at least 18 years of age, has fully read and understands these UGC Ts and Cs, and has had any questions regarding their effect or meaning answered to his/her satisfaction.
Individual agrees and confirms that the consideration Individual has received from Visit Alexandria for the opportunity to appear and/or have Individual’s Content be used in connection with any event or promotion constitutes full, adequate and fair remuneration for all rights of every kind and nature in the rights granted to Visit Alexandria.