Your Materials. 7.1. The Sim may allow you to upload, post, and/or distribute content including without limitation for the purpose of personalizing or customizing portions or elements of the Sim, including without limitation the ability to “paint” autos, subject to the following conditions:
(a) You understand that all user-submitted text (including without limitation user biographies and profiles), data, software, sounds, photographs, audio, audiovisual, video, artwork, graphics, messages and other materials of any nature ("Materials") that are found on the Sim are the sole responsibility of the person from whom the Materials originated. This means you, and not xXxxxxx.xxx, are entirely responsible for the Materials you submit. Further, you understand that by using the Sim you may be exposed to Materials that are offensive, objectionable or indecent.
(b) You agree that all Materials you submit to the Sim will be the property of xXxxxxx.xxx, and for valuable consideration, you hereby irrevocably and unconditionally grant and assign all worldwide rights, title and interest in and to such Materials, including without limitation all intellectual property and other rights therein and thereto, to the Promoters (as defined herein) free of charge, and you acknowledge and agree that the Promoters may use, sell, display, disclose, revise, delete, and otherwise exploit such Materials in any manner and for any purpose whatsoever, without compensation to you.
(c) You will not distribute through or otherwise publish or display through the Sim (including without limitation on any cars) any Materials that are indecent, libelous, defamatory, obscene, threatening, invasive of privacy or publicity rights, abusive, illegal, harassing; contain expressions of hatred, bigotry, racism or pornography, promote or otherwise refer to tobacco products, alcohol or illicit drugs; or are otherwise objectionable, or that would constitute or encourage a criminal offense, violate the rights of any party or violate any law.
(d) You represent that you have all rights in the Materials you submit to the Sim necessary to submit them and to grant and assign to the Promoters all right, title and interest in and to such Materials. You further represent that the Materials that you submit will not infringe the copyright, trademark, publicity/privacy right or other intellectual property or other right of any third party.
(e) Without limiting the foregoing, you represent that you will not include in the paint scheme o...
Your Materials. We will have no rights in or to any Customer Materials, however you grant us the right to use Customer Materials in order to provide the C&I Services. Nothing in these General Xxxxx will deemed to transfer to us any ownership of Customer Materials.
Your Materials. As between you and us, you are and will remain the sole and exclusive owner of all right, title and interest in and to all Your Materials, including all Intellectual Property Rights relating to them, subject to the rights and permissions granted in Section 13.3.
Your Materials. This indemnification obligation is subject to you receiving
(a) prompt written notice of such claim (but in any event notice in sufficient time for you to respond without prejudice);
(b) the exclusive right to control and direct the investigation, defense or settlement of such claim and (c) all reasonable necessary cooperation
Your Materials. You are solely responsible for the development, content, operation, maintenance, and use of Your Materials with the Services. For example, you are solely responsible for:
(a) the technical operation of Your Materials, including ensuring that calls you make to any Service are compatible with then-current application program interfaces for that Service;
(b) compliance of Your Materials with the Acceptable Use Policy, the other Policies, and the law;
(c) any claims relating to Your Materials;
(d) properly handling and processing notices sent to you (or any of your affiliates) by any person claiming that Your Materials violate such person’s rights, including notices pursuant to the Digital Millennium Copyright Act;
(e) any action that you permit, assist or facilitate any person or entity to take related to this Access Policy, Your Materials or use of the Services; and
(f) End Users’ use of Your Materials and the Services and ensuring that End Users comply with your obligations under this Access Policy and that the terms of your agreement with each End User are consistent with this Access Policy.
Your Materials. (a) You may provide the following information to us:
(i) information relating to your organisation and business processes;
(ii) information relating to your customers and End Users, such as their name, email address and telephone number;
(iii) material we require for the purpose of providing the Subscription Services, including any:
(A) artwork, logos, trademarks, designs, names and the layout and composition of any advertisement provided to us and/or approved by you for publication; and
(B) content, such as data, videos, images, scripts, text, applets, links and any information; and
(iv) any other information which might be entered by you or provided via the Subscription Services to us., (together, Your Materials)
(b) You are responsible for the integrity, accuracy and quality of Your Materials.
(c) We will follow our archiving procedures for Your Materials in accordance with our standard back up policy from time to time. In the event of any loss, corruption or damage to Your Materials, your sole and exclusive remedy will be for us to use reasonable endeavours to restore Your Materials that are lost, corrupt or damaged, from the latest of our back-ups of Your Materials. We are not responsible for any loss, destruction, alteration, damage, corruption or disclosure of Your Materials as a result of any of your acts or omissions or those of any third party.
(d) You grant us, our Related Bodies Corporate, service providers and subcontractors a non-exclusive royalty-fee, fully paid-up worldwide licence to:
(i) use Your Materials to perform (and improve the performance of) the Subscription Services, and in the course of performing the Subscription Service to use Your Materials (and all Intellectual Property Rights therein);
(ii) use Your Materials to inform you of other products or services that we may offer from time to time or in relation to third party products and services; and
(iii) share Your Materials, in an aggregated anonymized form, with a Related Body Corporate or other third party (with whom we may contract or be affiliated with from time to time) for the purposes of performing or improving the Subscription Services.
(e) We may conduct analytics processing on the client-side software, including, in order to collect anonymous data relating to user browser, user device, location and search data. We will own all data arising from such processing (including all Intellectual Property Rights contained therein).
(f) You grant us, our Related Bodies Corporat...
Your Materials. (a) From time to time you may upload or provide any content, feedback, text, data (including submissions and other material or information) to or via the Site (“Your Materials”). By submitting, uploading or providing Your Materials to Samsung via the Site, you and Employer represent and warrant that:
(i) you own all rights in Your Materials and Your Materials are accurate and up to date, and you and/or your Employer have obtained all necessary rights and complied with all necessary procedures (including without limitation in relation to intellectual property rights and any authorizations, consents or notifications required under any applicable privacy laws) in order to:
(A) upload Your Materials to the Site or otherwise provide Your Materials to Samsung via the Site;
(B) grant Samsung the license to use Your Materials under Section 6.2(b); and
(ii) the use of Your Materials by Samsung, its related bodies corporate and their personnel will not violate or infringe the copyright, trademark, patent, trade secret, or other intellectual property rights, privacy rights, or any other legal or moral rights of any third party. If you and/or Employer learn any of Your Materials possibly infringe any third party rights, you shall notify Samsung immediately;
(iii) you have paid and will pay in full all license fees, clearance fees, and other financial obligations, of any kind, arising from any use or commercial exploitation of Your Materials;
(iv) you agree to waive any “moral rights” that you may have in Your Material; and
(v) Your Materials does not contain any viruses, Trojan horses, worms, spyware, adware, or other potentially damaging programs of files.
(b) By uploading Your Materials to the Site, you and Employer grant to Samsung, its related bodies corporate and their personnel an irrevocable, non-exclusive, worldwide, royalty free, fully-paid, transferable, perpetual, sub-licensable license to use, distribute, modify, adapt, reproduce, communicate, translate, perform, and display Your Materials, in whole or in part, in any format to the extent required by Samsung and/or its related bodies corporate in connection with their business.
(c) You and Employer agree that Samsung is not liable for content that is provided by others. Samsung has no obligation to screen content that is supplied or posted by its users, but Samsung has the right to refuse to post or to edit submitted content. Samsung, at its sole discretion, reserves the right to remove any content for any...
Your Materials. You are the creator and copyright holder of the PowerPoint slides, class syllabus, and other materials, if any, prepared by you in connection with the class, and will remain as such. You will develop your class materials and forward these to us for final approval, according to a deadline agreed upon between you and GPA, and in advance of any class promotion and registration. You will develop such materials on your own equipment, in your own office or equivalent, according to your own best judgment as a leading nonprofit- sector professional. We may provide input on your materials but will not make changes, other than formatting changes, without your consent. Of course, we’re pleased to offer any technical assistance we can – just ask.
Your Materials. Nothing in the Agreement shall operate to transfer ownership of any Intellectual Property Rights in Your Materials to us. You hereby grant to us (or shall procure the grant to us of) a non-exclusive license to use Your Materials to the extent reasonably necessary to enable us to perform our obligations and exercise our rights under the Agreement. You warrant that the access, provision, processing, publication, distribution or other use of Your Materials as contemplated by the Agreement will not infringe or otherwise violate the Intellectual Property Rights or other rights of any person nor result in any claim against us or cause us to violate any applicable law. You shall indemnify us (and our respective employees, officers, content providers, and agents) on an unlimited basis against any Loss suffered or incurred in connection with an actual or alleged breach of the foregoing, including arising from any third party claim of infringement or unauthorized use of Your Materials, provided this indemnity shall not apply to any Loss resulting from our breach of the Agreement and specifically not be subject to the limits and exclusions of liability set out in the Order Form and other limits in the Agreement shall not apply. Notwithstanding that we may host a copy of Your Materials as part of Elements, you acknowledge and agree that Elements is not intended to be used as an exclusive repository.
Your Materials. Without limiting any terms or conditions of this Agreement or the NDA, you hereby acknowledge and agree that any information, documentation or other materials provided by you through the Solution or otherwise made available by you (“Your Materials”) are provided to Amazon solely for the purpose(s) for which it was originally disclosed and in any case only for the purpose of fulfilling both parties’ obligations under any agreement(s) executed by both parties. For the avoidance of doubt, nothing in this Agreement will prevent or impair our right to use Your Materials without your consent to the extent that such use is allowable under the NDA or without a license under applicable law (e.g. fair use under United States copyright law, referential use under trademark law, or valid licence from a third party). Notwithstanding the foregoing, tax information provided in Supplier Connect (the “Site”) is used solely for user identification and will not be used for any tax purposes.