You represent and warrant that you have the sole right and authority, as copyright owner in your Submission, to grant the rights granted hereunder and that the consent of no other person, firm, corporation or entity is required to enable use of your Submission by E!, NBCU, sponsors associated with the E! Materials, applicable social media sites and each of their respective parents, subsidiaries, affiliates, successors, licensees and assigns, and their respective officers, directors, agents, equity holders and employees ("Released Parties"), and that such use will not violate the rights of any third parties. You agree that you will not assert, maintain or assist other persons in asserting or maintaining against the Released Parties any claim, action, suit or demand of any kind or nature whatsoever, related to the use of the Submission, including but not limited to, those grounded upon copyright or trademark infringement, invasion of privacy, rights or publicity, other civil rights, or any other reason in connection with the use of the Submission in the E! Materials or in other productions. If you have posted the Submission on any social media site, you represent that you have complied with that site's terms of service and privacy policies.
You acknowledge that E! is proceeding with the production, distribution and exploitation of the E! Materials in reliance upon and induced by these Terms and Conditions, and therefore you shall not be entitled to terminate or rescind these Terms and Conditions nor to enjoin, restrain or otherwise impair the Released Parties' exercise of any of the rights and privileges granted or to be granted to hereunder, nor to restrain, enjoin or otherwise impair the Released Parties' property or assets or the development, production, exhibition and/or exploitation of the E! Materials or any advertising, publicity or promotion in connection therewith.
You are solely and entirely responsible for all Submissions that you submit and the consequences of their submission and use. You are liable for any injury or damages caused or claimed to be caused by your Submission. You hereby release the Released Parties from and against any and all claims, whether at law or in equity (including without limitation, injunctive relief) that you may have at any time by reason of any such use, exploitation, or exercise of any rights described in these Terms and Conditions, including without limitation: (i) any liability based on any personal property, residual, guild re-use or other right which you may have by virtue of any such use of your Submission or your Likeness, or as a result of the exhibition, telecast or distribution of the E! Materials and/or other productions, or any portion thereof or in connection with advertising and promotion for the E! Materials and/or other productions; (ii) any claim arising out of any acts or statements made in connection with the E! Materials and/or other productions (including but not limited to defamation, invasion of privacy by publication of private facts, false light, misappropriation, infringement of your right of publicity, intrusion, infliction of emotional distress and any other violations of personal and/or property rights including both intentional or unintentional acts or omissions); and (iii) any claim for further consideration or compensation for the E! Materials or the rights granted hereunder (collectively, the "Released Claims").
You acknowledge the existence of Section 1542 of the California Civil Code, which provides:
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.
Notwithstanding Section 1542 of the California Civil Code or any other similar state law provisions, you agree that these Terms and Conditions shall constitute a full, final, and complete release, accord, and satisfaction of each and every of the Released Claims that I have or may have, at any time, against any of the Released Parties.
You agree to indemnify and hold harmless the Released Parties from any and all claims, actions, damages, losses, liabilities, costs, expenses (including, without limitation, attorneys' fees), injuries or causes of action whatsoever that in any way are caused by, arise out of or result from, your creation and submission of the Submission, the inclusion of the Submission in the E! Materials, the exhibition of the E! Materials, or the use of your Submission or any works derived from your Submission by the Released Parties, on any legal theory whatsoever, including without limitation, claims for idea misappropriation, invasion of privacy and defamation.
Disputes: THESE TERMS AND CONDITIONS, AND THE SUBMISSION OF YOUR SUBMISSION, ARE GOVERNED BY, AND WILL BE CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF CALIFORNIA, AND THE FORUM AND VENUE FOR ANY DISPUTE SHALL BE IN LOS ANGELES, CALIFORNIA. IF THE CONTROVERSY OR CLAIM IS NOT OTHERWISE RESOLVED THROUGH DIRECT DISCUSSIONS OR MEDIATION, IT SHALL THEN BE RESOLVED BY FINAL AND BINDING ARBITRATION ADMINISTERED BY JUDICIAL ARBITRATION AND MEDIATION SERVICES, INC., IN ACCORDANCE WITH ITS STREAMLINED ARBITRATION RULES AND PROCEDURES OR SUBSEQUENT VERSIONS THEREOF, INCLUDING THE OPTIONAL APPEAL PROCEDURE (THE "JAMS RULES"), AVAILABLE AT WWW.JAMSADR.COM, INCLUDING, WITHOUT LIMITATION, THE RULE PROVIDING THAT EACH PARTY SHALL PAY PRO RATA ITS SHARE OF JAMS FEES AND EXPENSES, AND THE RULES PROVIDING FOR LIMITED DISCOVERY AND EXCHANGE OF INFORMATION. THE JAMS RULES FOR SELECTION OF AN ARBITRATOR SHALL BE FOLLOWED, EXCEPT THAT THE ARBITRATOR SHALL BE EXPERIENCED AND LICENSED TO PRACTICE LAW IN CALIFORNIA OR A RETIRED JUDGE. ALL PROCEEDINGS BROUGHT PURSUANT TO THIS PARAGRAPH WILL BE CONDUCTED IN THE COUNTY OF LOS ANGELES. THE REMEDY FOR ANY CLAIM SHALL BE LIMITED TO ACTUAL DAMAGES, AND IN NO EVENT SHALL ANY PARTY BE ENTITLED TO RECOVER PUNITIVE, EXEMPLARY, CONSEQUENTIAL, OR INCIDENTAL DAMAGES, INCLUDING ATTORNEY'S FEES OR OTHER SUCH RELATED COSTS OF BRINGING A CLAIM, OR TO RESCIND THESE TERMS AND CONDITIONS OR SEEK INJUNCTIVE OR ANY OTHER EQUITABLE RELIEF. ALL DISPUTES WILL BE RESOLVED INDIVIDUALLY WITHOUT RESORT TO ANY FORM OF CLASS ACTION.
These Terms and Conditions contain the full and complete understanding between the parties and supersede all prior agreements and understandings pertaining hereto and cannot be modified except by a writing signed by each party.