ContentAssignmentAgreement Terms and Conditions
Version: 1.2
CONTENT ASSIGNMENT AGREEMENT1.DefinitionsThe following definitions apply in these Terms:Acceptance Date: the date on which you submit Content to us via the website athttp://submissions.onthetools.tv/.Assigned Rights: all rights including (without limitation) intellectual propertyand moral rights in the Content. Content: the visual or audio-visual content submitted to us via the website athttp://submissions.onthetools.tv/.Terms: the terms of this content assignment agreement.we, us, our: Electric House Group Limited (company registration number:11692818) and our successors, affiliates, licensees and assigns.you: the person submitting Content to us via the website athttp://submissions.onthetools.tv/.2.Assignment2.1You confirm that you are at least 18 years old.2.2In consideration of our agreeing to review the Content and consider displaying thesame on our social media/networking/video platforms and channels including(without limitation) Snap Chat, Instagram, Facebook, Twitter, YouTube and/or ourwebsite, you irrevocably assign to us absolutely and with full title guarantee, allrights, title and interest in and to the Assigned Rights including the right to bring,make, oppose, defend, appeal proceedings, claims or actions and obtain relief(and to retain any damages recovered) in respect of any infringement, or anyother cause of action arising from ownership of any of the Assigned Rightswhether occurring before, on, or after the Acceptance Date. 2.3You confirm that with effect from the Acceptance Date:2.3.1we will be exclusively entitled to exploit the Assigned Rights in anymanner and for any purpose we see fit;2.3.2you relinquish all of the Assigned Rights including the right to beidentified as the person who originally filmed the Content;2.3.3you will not at any time share the Content by whatever means with anyother person, firm, company or organisation.2.4You grant us the exclusive right to use, sell and modify the Content in any mannerwithout limitation and to make derivative works based on the Content. 2.5You acknowledge and accept that the extent to which we decide to use and/orexploit the Assigned Rights is entirely in our discretion.3.Warranties3.1You warrant and undertake that: 3.1.1you are the sole legal and beneficial owner of, and own all of the rightsand interests in, the Assigned Rights;3.1.2you have not and will not licence or assign any Assigned Rights otherthan to us pursuant to these terms; 3.1.3the Assigned Rights are free from any security interest, option,mortgage, charge or lien;3.1.4the Content is your own original work and has not been copied whollyor substantially from any other source;3.1.5all information you have provided to us is true, accurate and notmisleading; 3.1.6the Content:(a)does not breach any law, byelaw or regulation of any kind;(b)does not itself and its publication or exploitation in whatevermanner will not: (i)result in any third party becoming entitled to bring anyclaim of whatever nature against you or us;(ii)infringe any third party's intellectual property rights,other proprietary rights or rights of publicity or privacy;(iii)violate any law, statute, ordinance or regulation; or(iv)violate any laws regarding unfair competition, anti-discrimination or false advertising,(c)is not defamatory, trade libellous, unlawfully threatening orunlawfully harassing;(d)does not incorporate any third party intellectual property;(e)is not obscene or pornographic or liable to incite racial hatred oracts of terrorism; and(f)does not contain any viruses, Trojan horses, worms, timebombs, cancel bots or other computer programming routinesthat are intended to damage, detrimentally interfere with,surreptitiously intercept or expropriate any system, data orpersonal information,3.1.7you are unaware of any infringement or likely infringement of any ofthe Assigned Rights;3.1.8as far as you are aware, all the Assigned Rights are valid and subsistingand there are and have been no claims, challenges, disputes orproceedings, pending or threatened, in relation to the ownership,validity or use of any of the Assigned Rights; and3.1.9all individuals featured in the Content have provided their full andinformed consent in writing to:(a)their inclusion in the Content and such individuals acknowledgethat their inclusion in the Content is not anonymous;(b)the submission by you of the Content to us; and (c)our ongoing exclusive use of the Content in accordance withthese Terms,and you have specifically drawn these Terms to the attention of suchindividuals.4.Indemnity4.1You will indemnify us and our officers, employees, successors, licensees andpermitted assigns (each an Indemnified Person) against all liabilities, costs,expenses, damages and losses (including but not limited to any direct, indirect orconsequential losses, loss of profit, loss of reputation and all interest, penaltiesand legal costs (calculated on a full indemnity basis) and all other reasonableprofessional costs and expenses) suffered or incurred by an Indemnified Personarising out of or in connection with:4.1.1the enforcement of these Terms;4.1.2any breach or non-performance by you of these Terms. 4.2If we request, you will at your own expense provide all reasonable assistance toenable us to resist any claim, action or proceedings brought against us as aconsequence of any breach of these Terms. 4.3The indemnity in clause 4.1 will apply whether or not we have been negligent orwe are at fault.5.Inadequacy of DamagesWithout prejudice to any other rights or remedies that we may have, youacknowledge and agree that damages alone would not be an adequate remedyfor any breach of these Terms by you. Accordingly, we will be entitled to seek the remedies of injunction, specific performance or other equitable relief for anythreatened or actual breach of these Terms.6.DealingsYou authorise us to assign or sublicense any of the rights granted to us pursuantto these Terms to any third parties as we see fit.7.SeveranceIf any provision or part-provision of these Terms is or becomes invalid, illegal orunenforceable, it will be deemed modified to the minimum extent necessary tomake it valid, legal and enforceable. If such modification is not possible, therelevant provision or part-provision will be deemed deleted. Any modification to ordeletion of a provision or part-provision under this clause will not affect thevalidity and enforceability of the rest of these Terms.8.WaiverNo failure or delay by a party to exercise any right or remedy provided underthese Terms or by law will constitute a waiver of that or any other right orremedy, nor will it prevent or restrict the further exercise of that or any otherright or remedy. No single or partial exercise of such right or remedy will preventor restrict the further exercise of that or any other right or remedy.9.Further AssuranceEach party will, and will use all reasonable endeavours to procure that anynecessary third party will, promptly execute and deliver such documents andperform such acts as may reasonably be required for the purpose of giving fulleffect to these Terms.10.Entire Agreement10.1These terms constitute the entire agreement between us and supersede andextinguish all previous agreements, promises, assurances, warranties,representations and understandings between us, whether written or oral, relatingto its subject matter.10.2We each agree that neither of us will have any remedies in respect of anystatement, representation, assurance or warranty (whether made innocently ornegligently) that is not set out in these Terms. 11.Third Party RightsNo one other than a party to these Terms, their successors and permittedassignees, will have any right to enforce these Terms.12.Governing Law and Jurisdiction12.1These Terms and any dispute or claim (including non-contractual disputes orclaims) arising out of or in connection with them or their subject matter orformation will be governed by and construed in accordance with the law ofEngland and Wales.12.2Each party irrevocably agrees that the courts of England and Wales will haveexclusive jurisdiction to settle any dispute or claim (including non-contractualdisputes or claims) arising out of or in connection with these Terms or theirsubject matter or formation.By clicking ‘ACCEPT’ when submitting Content, you agree to be bound by these terms
Back
