Please read these terms and conditions before submitting a registration form at socialmediaweek.org (the “Site”) to host an event during Social Media Week® (an “Event Registration Form”). By submitting an Event Registration Form, the person, company or other entity (the “Event Host”) hereby agrees to be subject to and bound by the following terms and conditions.
Crowdcentric Media LLC, a New York limited liability company (“Global Promoter”) and the Applicable Local Promoter for the location of the Event (as determined from the table below) (collectively, the “Promoters”) are promoting a series of events to take place during September 2012 called “Social Media Week®”. The Event Host that submits the Event Registration Form agrees to host and produce an event or activity for Social Media Week® (the “Event”), as detailed in the Event Registration Form. Global Promoter will promote the Event on the Site, any mobile device applications it offers or through any other media channels in such manner as it determines in its sole discretion. The Applicable Local Promoter may also promote the Event in such manner as it determines.
Unless Event Host enters into a separate agreement with Global Promoter and/or the Applicable Local Promoter that supersedes some or all of the provisions of this paragraph (a “Separate Agreement”), the following provisions will apply: (i) Event Host will be responsible for the hosting and production of the Event and all costs associated therewith, including but not limited to, the venue and all services and/or items used at or in anticipation of the Event; (ii) All services and/or items deemed necessary by the Event Host for the Event are to be negotiated and contracted directly by the Event Host, not the Promoters; (iii) All charges for such services are to be billed to and paid directly by the Event Host and the Promoters will not be responsible for any billing or payment of services provided by outside vendors on behalf of the Event Host at the Event; (iv) Event Host may promote the event in whatever manner it determines, subject to these Terms and Conditions, provided that such promotional initiatives and their cost will be the sole responsibility of Event Host; and (v) Event Host will neither have any authority to bind or commit Global Partner or the Applicable Local Promoter in any manner nor will Event Host represent to any person that it is an agent of the Global Promoter or the Applicable Local Promoter or is otherwise authorized to bind Global Promoter or Applicable Local Promoter to any transaction.
Use of Intellectual Property
Event Host will have the right to use the name and/or trademark “Social Media Week®“ (the “Mark”); provided that such use is solely for promotional purposes limited to advertising or marketing of the Event and is not to indicate in any way an endorsement of any product, service or internet site of the Event Host. Notwithstanding the foregoing, if Event Host uses the Mark in any way which is distasteful, unprofessional, unethical or otherwise harmful to the Mark and/or Global Promoter in Global Promoter’s sole determination, Event Host will immediately cease such use of the Mark and take all reasonable actions to remove such use of the Mark from circulation upon written request by Global Promoter. Global Promoter will at all times retain ownership of the Mark and all of its other marks and any goodwill arising therefrom. Global Promoter grants no right to Event Host to create modifications or derivatives of the Mark or combine the Mark or elements of the Mark with other marks. Event Host hereby grants the Promoters the worldwide, perpetual right and license to use Event Host’s name, logo and other trademarks and copyrights; provided that such use is solely for the Promoters’ advertising, publicity and marketing communications in the context of the Event.
Event Host will maintain, at its own cost and expense, at all times during and as applicable to the Event, such liability insurance as may be commercially reasonable for the nature of the Event to be hosted by Event Host. Event Host will cause Global Promoter and the Applicable Local Promoter to be named as additional insured parties under all such insurance policies. Upon request, Event Host will provide the Promoters with the relevant certificates of insurance as proof of its compliance with these provisions.
Submission of an Event Registration Form does not guarantee an acceptance of the proposed event by the Promoters as an Event. After receiving the Event Registration Form, the Promoters may request additional detail or modifications regarding the proposed event’s structure and activities prior to accepting the proposed event as an Event. The Promoters reserve the right to reject any proposed event due to unsuitability or any other reason.
Event Host agrees to indemnify and hold harmless the Promoters, their parents, subsidiaries, affiliates, officers, directors, members, shareholders, attorneys, agents, employees, contractors, licensors, suppliers, sponsors, co-branders or other partners, and any affiliates of any of the foregoing, from any and all claims, demands, suits, liability, damage, loss, costs, attorneys’ fees and expenses of whatever kind or nature, including but not limited to claims of damage or loss to property or harm of injury to a person or persons, which arise out of any (i) breach of these Terms and Conditions by Event Host or any of its officers, agents, employees or other representatives, (ii) negligence or willful misconduct of Event Host or any of its officers, agents, employees or other representatives, (iii) fraud, misrepresentation or copyright or trademark infringement in connection with Event Host’s name, logo, trademark or copyright used in connection with these Terms and Conditions, the Event or Event Host’s business; (iv) any claim by any third party related to the Event; and (v) any act or omission at the Event or in connection with the Event by any participant, attendant, third party or Event Host or any of their officers, agents, employees or other representatives.
Disclaimer of Warranties; Limitation of Liability
Event Host is responsible for the Event and the Promoters make no representations or warranties regarding the attendees, quality or any portion of the Event or Social Media Week® or any promotion, advertising or marketing of the Event or Social Media Week®. Event Host is responsible for providing accurate and up-to-date information regarding the Event, whether such information is provided through (i) the Event Registration Form, (ii) the event registration and management application that Global Promoter licenses from a third party, and makes available to Event Host through the Site solely on an “as is” and “as available” basis, or (iii) any other method. Event Host hereby releases the Promoters from any and all damages or liability which Event Host might incur as a result of Event Host’s participation in Social Media Week® including, without limitation, errors or omissions with respect to any listing of the Event or the Event Host in the Official Registration System or any schedule, calendar, directory, message or communication on any website, application or other media channel the Promoters may use. Event Host acknowledges and accepts that the Promoters do not guarantee continuous, uninterrupted or secure access to the schedule, calendar, directory or any other element of the Site, including without limitation its schedule and directory of events and that some or all of these elements may be interfered with or adversely affected by numerous factors or circumstances outside of the Promoters’ control. IN NO EVENT WILL THE PROMOTERS BE LIABLE TO EVENT HOST PURSUANT TO THESE TERMS AND CONDITIONS FOR ANY DIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR INDIRECT DAMAGES, LOSS OF GOODWILL OR BUSINESS PROFITS, OR EXEMPLARY OR PUNITIVE DAMAGES REGARDLESS OF THE SOURCE OF THE LIABILITY OR THE LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE, CONTRACT, BREACH OF WARRANTY, ABSOLUTE LIABILITY IN TORT, MISREPRESENTATION OR OTHERWISE) UNDER WHICH IT IS ESTABLISHED.
Representations and Warranties of Event Host
Event Host represents and warrants that (i) it has the full power, right and authority to enter into these Terms and Conditions and perform its obligations hereunder; (ii) Event Host owns or has valid rights to use all trademarks, copyrights and other intellectual property used by Event Host or provided to Promoter to use in connection with the Event or Social Media Week®; (iii) the performance of Event Host hereunder will not infringe the rights of any third party; (iv) Event Host will perform its obligations hereunder in accordance with any and all applicable laws, rules and regulations; and (v) Event Host will not use the name, trademark or logo of Global Promoter, except as provided herein.
The person completing the Event Registration Form represents and warrants to the Promoters that he/she has the authority to bind Event Host to the Terms and Conditions, and agrees that in the event that such authority does not exist, he/she will be personally liable to the Promoters pursuant to these Terms and Conditions.
These Terms and Conditions will be governed by the laws of the State of New York, excluding its choice of law rules, and the United States of America, without reference to any conflict of laws provisions. Any dispute arising from or relating to the subject matter of these Terms and Conditions will be finally settled by arbitration in New York County, New York, using the English language in accordance with the Streamlined Arbitration Rules and Procedures of JAMS then in effect. Judgment may be entered on the arbitral award in any court having jurisdiction. The arbitral award will be final and binding. Each party retains the right to seek judicial assistance: (i) to compel arbitration; (ii) to obtain interim measures of protection prior to or pending arbitration; (iii) to seek injunctive relief in the courts of any jurisdiction as may be necessary and appropriate to protect the unauthorized disclosure of its proprietary or confidential information; and (iv) to enforce any decision of the arbitrator, including the final award.
These Terms and Conditions contain the entire agreement of the parties hereto with respect to the matters covered herein and may not be modified, discharged or terminated except by (i) a written instrument, signed by the party to be charged, or (ii) a Separate Agreement, which may modify or supersede only the provisions of the paragraph entitled “Event Responsibility” of these Terms and Conditions. Nothing in the foregoing provision, however, will preclude the Promoters from adopting additional rules and regulations, orally or in writing. The Promoters may transfer or assign any or all of their rights and duties under these Terms and Conditions at any time and from time to time without the consent of Event Host. Event Host will not be allowed to assign or transfer any of its rights or duties under these Terms and Conditions without the written consent of the Promoters. Nothing contained in these Terms and Conditions will be construed to make one party the partner, joint venturer, principal, agent or employee of the other party hereto. Event Host agrees and acknowledges that the Applicable Local Promoter is an intended third party beneficiary of, and entitled to enforce, these Terms and Conditions independently of, or in association with, Global Promoter. If any provision of these Terms is found to be unlawful, unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms and Conditions will otherwise remain in full force and effect and enforceable. The parties intend that these Terms and Conditions should not be construed in favor of or against any party by reason of the extent to which any party or its professional advisors participated in their preparation or drafting.
Applicable Local Promoter
If the Event is in or around the city of: Then the Applicable Local Promoter is:
|Barcelona||Buzz Marketing Networks, S.L|
|Berlin||SMW Berlin Ltd. & Co. KG|
|Zocalo Group LLC / Chicago Tribune Company
Mediabiz Mena Ltd
|São Paulo||Interney Informatica LTDA|
|Hong Kong||Cohn & Wolfe / ImpactAsia|
|London||Bigmedia Ltd d/b/a Chinwag|
|Los Angeles||Tubefilter, Inc.|
|Torino||Dunter Srl / Codice. Idee per la Cultura|