Kout Video Contest Terms & Conditions
Last modified 10th of August 2016
Welcome to Kout Video Contest (“Contest”), for creators to produce and submit videos for promotional purposes. Kout is operated by Samsquare Ltd (“Kout”).
It is very important that you read these Terms carefully. This is a legal document and you should obtain independent legal advice before entering into these Terms. By accepting these Terms or using the Site, you agree to be bound by them. If you do not accept any part of these Terms, then you should not click to accept these Terms, use the Site, enter any Contests or submit any Content to Kout.
These Terms in a nutshell:
1. You must be over 16 years of age to use the Site, enter any Contests or submit any Content to Kout.
2. Your Content must be owned by you and you must not submit any Content to Kout that infringes the rights of any third party.
3. Your Content must not be abusive, offensive, discriminatory, violent, sexually explicit or harmful to Kout.
4. By submitting an Entry, you retain the copyright and all other rights to the Content, and grant Kout a perpetual, irrevocable, non-exclusive, non-transferable, royalty free, worldwide limited licence to use, reproduce and display the Content submitted in your Entry.
1. Eligibility to enter Contests
Contests are only open to creators of 16 years or over. Kout may require proof of age and residency to verify your age and location.
If the Content you submit as an entry to a Contest (an “Entry”) is selected by Kout, you will be eligible to win a reward in accordance with the Brief for that Contest. To be eligible to win a reward, your Entry must be completed and received by Kout in accordance with these Terms, the Brief and any other terms or details related to the specific Contest notified to you by Kout.
No purchase or payment is necessary to submit an Entry or win a reward for a Contest.
2. How to submit an Entry
The Brief will set out, amongst other details, the deadline by which any Entry must be submitted and the creative scope for the Contest. To submit an Entry, you should visit the relevant Contest page on the Site, complete the online registration form and submit your Content, along with any required copyright licences, before the Entry deadline.
All information requested in the Brief and the online registration form must be provided in full and in English in order for your Entry to be valid.
To operate the Site or submit any Entry to Kout you are required to have a working internet connection. Kout is not responsible for any charges you may incur in using the Site or creating your Entry. Kout and any of their respective parent companies, subsidiaries, affiliates, directors, officers, professional advisors, employees and agencies shall not be responsible for: (i) any late, lost, misrouted, distorted or damaged Entries; (ii) any lack of functionality or failure to submit an Entry that is due to your equipment (including your device, internet connection, operating system or settings and software); (iii) any printing or typographical errors in any Entry; or (iv) any disruptions or failure to submit an Entry due to reasons beyond Kout’s control.
3. Your Content
Any Content you submit to Kout as part of an Entry must be your own original work. Your Content must not previously have been published, released or distributed in any form and it must not have been submitted to, or won, any competition or award. To be eligible, your Content must adhere to the Brief.
Any content (including audio, music, images, audio visual content and graphics) used within your Content must be original to your Content or must have been cleared for use in your Content and to enable you to make the grant of rights set out in these Terms, prior to submitting your Entry. If you have obtained clearances from the rights holder of any content contained within your Content you must provide such clearances to Kout when submitting your Entry.
If any person appears in your Content, is otherwise identified in your Content or in any way contributes to your Content, you must obtain all applicable releases, consents and assignment of rights required in order to enable you to make the grant of rights set out in these Terms, prior to submitting your Entry. If any person appearing in, identified in or contributing to your Content is under the age of 18, you must obtain such releases, consents and assignment of rights from that person’s parent or legal guardian.
You shall at all times ensure that your Content does not:
a) contain any content, information or material that infringes the rights of any third party including copyright, trade mark rights, confidential information or rights of privacy;
b) violate any applicable laws;
c) contain any content or material that is offensive, abusive, defamatory, libellous, derogatory, bullying, discriminatory, obscene, violent, sexually explicit, indecent, which promotes or encourages violence, terrorism or any other illegal acts or which is likely to harass, upset, embarrass or alarm any person;
d) in any way promote or incite anyone to commit or assist in any unlawful or criminal activity or anti-social behaviour, or encourage activities which could endanger the safety or wellbeing of others;
e) except as set out in the Brief, include any advertising or promotional messages;
f) except as set out in the Brief, include or refer to any names, products or services of any company or contain any third party trademarks or logos;
g) cause harm to or degrade the goodwill associated with the trade marks, trade names, name, products or services of Kout;
h) without prejudice to (e) above, advertise or promote any Kout competitor;
i) impersonate any third party or otherwise misrepresent your affiliation with any third party;
j) identify any person without their consent, or the consent of their parent or legal guardian if they are under 18 years of age;
k) disclose anyone’s personal contact details or invade their privacy; and
l) contain any viruses or other malicious or harmful programs.
Kout reserves the right in its sole discretion to disqualify any Entry containing Content that does not, or Kout believes does not, comply with these Terms and the applicable Brief. The decision of Kout as to the eligibility of any Entry shall be final and binding.
4. License of your Content
By submitting an Entry, you retain the copyright and all other rights to the Content, and grant Kout a perpetual, irrevocable, non-exclusive, non-transferable, royalty free, worldwide limited licence to use, reproduce and display the Content submitted in your Entry. Kout shall have the exclusive use of your Content for all means of exploitation in all media.
By submitting an Entry, you waive for the benefit of Kout and its successors in title, assignees, licensees and sub-licensees all moral and like rights which may now or in the future vest in you in respect of the Content submitted in your Entry. You agree that you have obtained all relevant consents and assignment of rights from all persons who have contributed to the Content submitted in your Entry.
5. Rewards and Payment
The reward for a winning Entry will be set out in the Brief for that Contest.
Any reward, usage fee or other payment paid for an Entry pursuant to a Contest (a “Fee”) are: (i) non-negotiable and may not be exchanged for any alternative, cash equivalent or replacement; (ii) non-transferrable and (iii) non-refundable. Notwithstanding the foregoing, Kout reserve the right, in its sole discretion, to substitute a Fee for a prize or payment of equal or greater value or a cash equivalent.
Winners will be selected by Kout. Winners will be selected from all eligible entries to the Contest and will be judged on the following criteria, unless otherwise specified in the Brief: (i) creativity; (ii) context; and (iii) production quality. Decisions of Kout and the judging panel are final.
If your Entry is selected as a winning Entry or is eligible for a Fee, Kout will notify you at the email address you used to register your Kout account. You must confirm your acceptance of the Fee to Kout within 30 (thirty) days of receipt of such notification, otherwise you will lose the right to claim the Fee.
Kout reserves the right in its sole discretion to extend the deadline by which any Entry may be submitted, amend the Brief and withdraw Contests and the corresponding Fees for that Contest (if Kout seems there to be an unsatisfactory number of entries to the Contest or the minimum number of entries to the Contest has not been met).
6. Warranties and Indemnity
You warrant and represent to Kout that:
a) your Content is original to you and you have obtained all rights and consents necessary to grant the assignment of rights to Kout pursuant to these Terms;
b) your Content, as at the date of Entry, is not the subject of any actual or threatened litigation or claim;
c) your Content has not been previously published, distributed or otherwise exploited;
d) your Content will not infringe the rights of any third party, including any intellectual property rights, rights in confidential information or rights in privacy;
e) you have obtained all necessary assignments, permissions, consents and waivers from any person appearing in or contributing to your Content;
f) your Content will comply with these Terms and all applicable laws;
g) your content will not contain any contaminated file, viruses, worms or other similar harmful or destructive code or program;
h) you will be responsible for all tax and national insurance contributions in respect of all payments made to you under these Terms;
i) you have obtained or will obtain any and all necessary travel documents, insurance, visas, clearances and any other documentation that may be required in order to adequately cover the activities undertaken or locations visited by you in connection with your Entry or participation in a Contest.
You shall indemnify Kout, its affiliates, successors, licensees, assigns, employees, officers, directors (the “Indemnified Parties”) and keep the Indemnified Parties indemnified from and against all claims, demands, actions, proceedings, costs, damages, losses and expenses arising out of any breach or alleged breach of any of these Terms by you.
7. Limitation of Liability
Nothing in these Terms shall limit your or Kout’s liability for death or personal injury arising from the negligence or fraud of that party or for any other liability that cannot be limited or excluded as a matter of law.
The Site and any material displayed on the Site is provided without any guarantees, conditions or warranties as to its accuracy, suitability or reliability. Kout will not be liable for you for any lack of performance, or the unavailability or failure of the Site.
You agree to release and hold harmless Kout and their respective affiliates, partners, successors, assigns, agents, licensees, employees, directors and officers (the “Released Parties”) from any liability for any loss or damage incurred by you in connection with the Site, any content available on the Site, your Entry or participation in a Contest. The Released Parties assume no responsibility for any loss or damage caused to your or any other third party’s device, software or operating system resulting from submitting an Entry or downloading materials or software in connection with a Contest.
You acknowledge and agree that in the event of any breach of failure to comply with these Terms by Kout, your only remedy will be an action in law for damages, if any, actually suffered by you. In no event shall you be entitled to receive injunctive or equitable relief or to enjoin or restrain the exploitation of your Content or Entry.
Kout makes no warranties, representations, undertakings or guarantees of any kind, including, without limitation, any warranties, representations, undertakings or guarantees as to the safety and suitability of any activities undertaken or locations visited by you, in connection with your Entry or participation in any Contest.
You acknowledge that you are best placed to assess the risks associated with the undertaking of any activity or the visiting of any location in connection with your Entry or participation in any Contest.
Kout shall not be liable for any loss or damage suffered or incurred by you in connection with any Contest. You agree to release and hold harmless Kout and their respective affiliates, partners, successors, assigns, agents, licensees, employees, directors and officers (the “Released Parties”) from and against any losses and/or damages suffered or incurred by you in connection with any Contest. You agree to indemnify Kout in respect of all suits, claims, demands, causes of action, liabilities, losses and/or damages suffered or incurred by Kout arising out of or in connection with any Contest.
We may terminate these Terms and close your Kout account at any time on giving you reasonable notice without responsibility or liability to you if we cease to provide the Site or if you breach these Terms.
You may terminate these Terms and close your Kout account by notifying us at firstname.lastname@example.org and thereafter ceasing to use the Site or enter any Contests.
9. Governing Law
These Terms, and any dispute, proceedings or claim of whatever nature arising out of or in connection with them or their formation (whether contractual, tortious or otherwise) shall be governed by and construed in accordance with English law and you and Kout agree to submit to the exclusive jurisdiction of the English courts.
Nothing in these Terms is intended to create a relationship between you and Kout akin to that of employer and employee, principal and agent, partnership or joint venture or any other fiduciary relationship. You shall not be entitled to insurance or any other benefits afforded to Kout employees.
Kout may delay enforcing its rights under these Terms without losing them.
If any part of these Terms is determined to be legally invalid or unenforceable, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Terms shall continue in effect.
These Terms constitute the entire agreement between you and Kout in relation to the Site, Contests and your Entry and Content.
Other than Kout, no third party shall have any rights of enforcement of these Terms under the Contracts (Rights of Third Parties) Act 1999.
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